Protein tyrosine phosphatase inhibitors and methods of use thereof

ABSTRACT

The present invention provides compounds of Formula (I) and Formula (II) that are useful for modulating the biological activity of the protein tyrosine phosphatase-1b (PTP1B) enzyme. Compounds of this invention can be used to treat diseases and/or conditions in which the PTP1B enzyme is a factor. Such diseases and/or conditions include, but are not limited to, Type 1 diabetes, Type 2 diabetes, inadequate glucose tolerance, insulin resistance, obesity, hyperlipidemia, hypertriglyceridemia, hypercholesterolemia, low HDL levels, atherosclerosis, vascular restenosis, inflammatory bowel disease, pancreatitis, adipose cell tumors, adipose cell carcinoma, liposarcoma, dyslipidemia, cancer, and neurodegenerative diseases.

RELATED APPLICATIONS

This is a Divisional Application of U.S. patent application Ser. No.11/280,724 filed Nov. 15, 2005, which claims the benefit of U.S.Provisional Application No. 60/628,233, filed Nov. 15, 2004, and U.S.Provisional Application No. 60/708,817, filed Aug. 15, 2005, the entirecontents of each of which are incorporated herein by reference.

FIELD OF THE INVENTION

This invention relates to the field of protein tyrosine phosphataseinhibition.

BACKGROUND OF THE INVENTION

This invention relates to a novel class of phosphonic acid derivativesthat are inhibitors of PTP-1B.

Reversible protein tyrosine phosphorylation, coordinated by the actionof protein tyrosine kinases (PTKs) that phosphorylate certain tyrosineresidues in polypeptides, and protein tyrosine phosphatases (PTPs) thatdephosphorylate certain phosphotyrosine residues, is a key mechanism inregulating many cellular activities. It is becoming apparent that thediversity and complexity of the PTPs and PTKs are comparable, and thatPTPs are equally important in delivering both positive and negativesignals for proper function of cellular machinery. Regulated tyrosinephosphorylation contributes to specific pathways for biological signaltransduction, including those associated with cell division, cellsurvival, apoptosis, proliferation and differentiation. Defects and/ormalfunctions in these pathways may underlie certain disease conditionsfor which effective means for intervention remain elusive, including forexample, malignancy, autoimmune disorders, diabetes, obesity, andinfection.

The protein tyrosine phosphatase (PTP) family of enzymes consists ofmore than 100 structurally diverse proteins in vertebrates, includinghuman PTPs that have in common the conserved 250 amino acid PTPcatalytic domain, but which display considerable variation in theirnon-catalytic segments (Charbonneau et al., 1992 Annu. Rev. Cell Biol.8:463-493; Tonks, 1993 Semin. Cell Biol. 4:373-453; Andersen et al.,(2001 Mol. Cell. Biol. 21:7117-36). This structural diversity presumablyreflects the diversity of physiological roles of individual PTP familymembers, which in certain cases have been demonstrated to have specificfunctions in growth, development and differentiation (Desai et al., 1996Cell 84:599-609; Kishihara et al., 1993 Cell 74:143-156; Perkins et al.,1992 Cell 70:225-236; Pingel et al., 1989 Cell 58:1055-1065; Schultz etal., 1993 Cell 73:1445-1454). The PTP family includes receptor-like andnon-transmembrane enzymes that exhibit exquisite substrate specificityin vivo and that are involved in regulating a wide variety of cellularsignaling pathways (Andersen et al., 2001 Mol. Cell. Biol. 21:7117;Tonks et al., 2001 Curr. Opin. Cell Biol. 13:182). PTPs thus participatein a variety of physiologic functions, providing a number ofopportunities for therapeutic intervention in physiologic processesthrough alteration (i.e., a statistically significant increase ordecrease) or modulation (e.g., up-regulation or down-regulation) of PTPactivity.

Although recent studies have also generated considerable informationregarding the structure, expression and regulation of PTPs, the natureof many tyrosine phosphorylated substrates through which the PTPs exerttheir effects remains to be determined. Studies with a limited number ofsynthetic phosphopeptide substrates have demonstrated some differencesin the substrate selectivities of different PTPs (Cho et al., 1993Protein Sci. 2: 977-984; Dechert et al., 1995 Eur. J. Biochem.231:673-681). Analyses of PTP-mediated dephosphorylation of PTPsubstrates suggest that catalytic activity may be favored by thepresence of certain amino acid residues at specific positions in thesubstrate polypeptide relative to the phosphorylated tyrosine residue(Salmeen et al., 2000 Molecular Cell 6:1401; Myers et al., 2001 J. Biol.Chem. 276:47771; Myers et al., 1997 Proc. Natl. Acad. Sci. USA 94:9052;Ruzzene et al., 1993 Eur. J. Biochem. 211:289-295; Zhang et al., 1994Biochemistry 33:2285-2290). Thus, although the physiological relevanceof the substrates used in these studies is unclear, PTPs display acertain level of substrate selectivity in vitro.

The PTP family of enzymes contains a common evolutionarily conservedsegment of approximately 250 amino acids known as the PTP catalyticdomain. Within this conserved domain is a unique signature sequencemotif, CX₅R, that is invariant among all PTPs. In a majority of PTPs, an11 amino acid conserved sequence ([I/V]HCXAGXXR[S/T)G (SEQ ID NO:1))containing the signature sequence motif is found. The cysteine residuein this motif is invariant in members of the family and is essential forcatalysis of the phosphotyrosine dephosphorylation reaction. Itfunctions as a nucleophile to attack the phosphate moiety present on aphosphotyrosine residue of the incoming substrate. It is well-known thatif the cysteine residue is altered by site-directed mutagenesis toserine (e.g., in cysteine-to-serine or “CS” mutants) or alanine (e.g.,cysteine-to-alanine or “CA” mutants), the resulting PTP is catalyticallydeficient but retains the ability to complex with, or bind, itssubstrate, at least in vitro.

One non-transmembrane PTP, PTP1B, recognizes severaltyrosine-phosphorylated proteins as substrates, many of which areinvolved in human disease. For example, therapeutic inhibition of PTP1Bin the insulin signaling pathway may serve to augment insulin action,thereby ameliorating the state of insulin resistance common in Type IIdiabetes patients. PTP1B acts as a negative regulator of signaling thatis initiated by several growth factor/hormone receptor PTKs, includingp210 Bcr-Abl (LaMontagne et al., 1998 Mol. Cell. Biol. 18:2965-75;LaMontagne et al., 1998 Proc. Natl. Acad. Sci. USA 95:14094-99),receptor tyrosine kinases, such as EGF receptor, PDGF receptor, andinsulin receptor (IR) (Tonks et al., 2001 Curr. Opin. Cell Biol.13:182-95), and JAK family members such as Jak2 and others (Myers etal., 2001 J. Biol. Chem. 276:47771-74), as well as signaling eventsinduced by cytokines (Tonks et al., 2001). Activity of PTP1B isregulated by modifications of several amino acid residues, such asphosphorylation of Ser residues (Brautigan et al., 1993; Dadke et al.,2001; Flint et al., 1993), and oxidation of the active Cys residue inits catalytic motif (Lee et al., 1998; Meng et al., 2002) which isevolutionary conserved among protein tyrosine phosphatases and dualphosphatase family members (Andersen et al., 2001). In addition, changesin the expression levels of PTP1B have been noted in several humandiseases, particularly those associated with disruption of the normalpatterns of tyrosine phosphorylation.

Diabetes mellitus is a common, degenerative disease affecting 5-10% ofthe human population in developed countries, and in many countries, itmay be one of the five leading causes of death. Approximately 2% of theworld's population has diabetes, the overwhelming majority of cases(>90%) being type 2 diabetes and the remainder being type 1. In type 1diabetes, which is frequently diagnosed in children or young adults,insulin production by pancreatic islet beta cells is destroyed. Type 2diabetes, or “late onset” or “adult onset” diabetes, is a complexmetabolic disorder in which cells and tissues cannot effectively useavailable insulin; in some cases insulin production is also inadequate.At the cellular level, the degenerative phenotype that may becharacteristic of late onset diabetes mellitus includes, for example,impaired insulin secretion and decreased insulin sensitivity, i.e., animpaired response to insulin.

Studies have shown that diabetes mellitus may be preceded by or isassociated with certain related disorders. For example, an estimatedforty million individuals in the U.S. suffer from late onset impairedglucose tolerance (IGT). IGT patients fail to respond to glucose withincreased insulin secretion. Each year a small percentage (5-10%) of IGTindividuals progress to insulin deficient non-insulin dependent diabetes(NIDDM). Some of these individuals further progress to insulin dependentdiabetes mellitus (IDDM). NIDDM and IDDM are associated with decreasedrelease of insulin by pancreatic beta cells and/or a decreased responseto insulin by cells and tissues that normally exhibit insulinsensitivity. Other symptoms of diabetes mellitus and conditions thatprecede or are associated with diabetes mellitus include obesity,vascular pathologies, and various neuropathies, including blindness anddeafness.

Type 1 diabetes is treated with lifelong insulin therapy, which is oftenassociated with undesirable side effects such as weight gain and anincreased risk of hypoglycemia. Current therapies for type 2 diabetes(NIDDM) include altered diet, exercise therapy, and pharmacologicalintervention with injected insulin or oral agents that are designed tolower blood glucose levels. Examples of such presently available oralagents include sulfonylureas, biguanides, thiazolidinediones,repaglinide, and acarbose, each of which alters insulin and/or glucoselevels. None of the current pharmacological therapies, however, controlsthe disease over its full course, nor do any of the current therapiescorrect all of the physiological abnormalities in type 2 NIDDM, such asimpaired insulin secretion, insulin resistance, and excessive hepaticglucose output. In addition, treatment failures are common with theseagents, such that multi-drug therapy is frequently necessary.

In certain metabolic diseases or disorders, one or more biochemicalprocesses, which may be either anabolic or catabolic (e.g., build-up orbreakdown of substances, respectively), are altered (e.g., increased ordecreased in a statistically significant manner) or modulated (e.g., up-or down-regulated to a statistically significant degree) relative to thelevels at which they occur in a disease-free or normal subject such asan appropriate control individual. The alteration may result from anincrease or decrease in a substrate, enzyme, cofactor, or any othercomponent in any biochemical reaction involved in a particular process.Altered (i.e., increased or decreased in a statistically significantmanner relative to a normal state) PTP activity can underlie certaindisorders and suggests a PTP role in certain metabolic diseases.

For example, disruption of the murine PTP1B gene homolog in a knock-outmouse model results in PTP1B^(−/−) mice exhibiting enhanced insulinsensitivity, decreased levels of circulating insulin and glucose, andresistance to weight gain even on a high-fat diet, relative to controlanimals having at least one functional PTP1B gene (Elchebly et al.,Science 283:1544 (1999)). Insulin receptor hyperphosphorylation has alsobeen detected in certain tissues of PTP1B deficient mice, consistentwith a PTP1B contribution to the physiologic regulation of insulin andglucose metabolism (Id.). PTP1B-deficient mice exhibit decreasedadiposity (reduced fat cell mass but not fat cell number), increasedbasal metabolic rate and energy expenditure, and enhancedinsulin-stimulated glucose utilization (Klaman et al., 2000 Mol. Cell.Biol. 20:5479). Additionally, altered PTP activity has been correlatedwith impaired glucose metabolism in other biological systems (e.g.,McGuire et al., 1991 Diabetes 40:939; Myerovitch et al., 1989 J. Clin.Invest. 84:976; Sredy et al., 1995 Metabolism 44:1074), including PTPinvolvement in biological signal transduction via the insulin receptor(see, e.g., WO 99/46268 and references cited therein).

An integration of crystallographic, kinetic, and PTP1B-peptide bindingassays illustrated the interaction of PTP1B and insulin receptor (IR)(Salmeen et al., 2000 Mol. Cell. 6: 1401-12). The insulin receptor (IR)comprises two extracellular α subunits and two transmembrane β subunits.Activation of the receptor results in autophosphorylation of tyrosineresidues in both β subunits, each of which contains a protein kinasedomain. Extensive interactions that form between PTP1B and insulinreceptor kinase (IRK) encompass tandem pTyr residues at 1162 and 1163 ofIRK, such that pTyr-1162 is located in the active site of PTP1B (id.).The Asp/Glu-pTyr-pTyr-Arg/Lys motif has been implicated for optimalrecognition by PTP1B for IRK. This motif is also present in otherreceptor PTKs, including Trk, FGFR, and Axl. In addition, this motif isfound in the JAK family of PTKs, members of which transmit signals fromcytokine receptors, including a classic cytokine receptor that isrecognized by the satiety hormone leptin (Touw et al., 2000 Mol. Cell.Endocrinol. 160:1-9).

Changes in the expression levels of PTP1B have been observed in severalhuman diseases, particularly in diseases associated with disruption ofthe normal patterns of tyrosine phosphorylation. For example, theexpression of PTP1B is induced specifically by the p210 Bcr-Abloncoprotein, a PTK that is directly responsible for the initialmanifestations of chronic myelogenous leukemia (CML) (LaMontagne et al.,1998 Mol. Cell. Biol. 18:2965-75; LaMontagne et al., 1998 Proc. Natl.Acad. Sci. USA 95:14094-99). Expression of PTPB1 in response to thisoncoprotein is regulated, in part, by transcription factors Sp1, Sp3,and Egr-1 (Fukada et al., 2001 J. Biol. Chem. 276:25512-19). Thesetranscription factors have been shown to bind to a p210 Bcr-Ablresponsive sequence (PRS) in the human PTP1B promoter, located between−49 to −37 base pairs from the transcription start site, but do notappear to mediate certain additional, independent PTP1B transcriptionalevents, for which neither transcription factor(s) nor transcriptionfactor recognition element(s) have been defined (id.).

Another protein tyrosine phosphatase enzyme, T-cell protein tyrosinephosphatase, or TCPTP, dephosphorylates JAK1 and JAK3. TCPTP appears tohave a role in the regulation of immune homeostasis. TCPTP is also knownto dephosphorylate the EGF receptor, and the adapter protein p52shc.TCPTP may also play a role in certain T-cell malignancies. (See, forexample, Simoncic et al., 2002 Curr. Biol. Mar 19; 12(6):446-45;Heinonen et al., 2004 Blood, 103:3457-3464; You-Ten et al., 1997 J. Exp.Med., 186:683-693). TCPTP also may play a role in insulin-signaling.(See Tonks et al., 2004 JBC, 279:37716; and 2003 Mol. Cell. Biol.23:2096).

Currently, therefore, desirable goals for therapeutic regulation ofbiological signal transduction include modulation of PTP1B-mediatedcellular events including, inter alia, inhibition or potentiation ofinteractions among PTP1B-binding molecules, substrates and bindingpartners, or of other agents that regulate PTP1B activities.Accordingly, a need exists in the art for an improved ability tointervene in the regulation of phosphotyrosine signaling, includingregulating PTP1B by altering PTP1B catalytic activity, PTP1B binding toPTP1B substrate molecules, and/or PTP1B-encoding gene expression. Anincreased ability to so regulate PTP1B may facilitate the development ofmethods for modulating the activity of proteins involved inphosphotyrosine signaling pathways and for treating conditionsassociated with such pathways. The present invention fulfills theseneeds and further provides other related advantages.

SUMMARY OF THE INVENTION

The present invention provides compounds of Formula (I) or Formula (II):

wherein:

X₁ is a linker group or is absent;

X₂ is H, absent or a linker group, preferably selected from anoptionally substituted straight-chained or branched aliphatic,preferably comprising 1 to 8 carbons, optionally containing 1 or moredouble or triple bonds, wherein one or more of the carbons areoptionally replaced by R* wherein R* is optionally substitutedcycloalkyl, heterocycloalkyl, aryl or heteroaryl; —C(O)—, —C(O)C(O)—,—C(O)NR¹¹—, —C(O)NR¹¹NR¹²—, —C(O)O—, —OC(O)—, —NR¹¹CO₂—, —O—,—NR¹¹C(O)NR¹²—, —OC(O)NR¹¹—, —NR¹¹NR¹²—, —NR¹¹C(O)—, —S—, —SO—, —SO₂—,—NR¹¹—, —SO₂NR¹¹— or —NR¹¹SO₂—, wherein R¹¹ and R¹² are independentlyselected from H and optionally substituted aliphatic, cycloalkyl,heterocycloalkyl, aryl or heteroaryl; or X₂ is optionally substitutedcycloalkyl, heterocycloalkyl, aryl or heteroaryl; —C(O)—, —C(O)C(O)—,—C(O)NR¹¹—, —C(O)NR¹¹NR¹²—, —C(O)O—, —OC(O)—, —NR¹¹CO₂—, —O—,—NR¹¹C(O)NR¹², —OC(O)NR¹¹—, —NR¹¹NR¹²—, —NR¹¹C(O)—, —S—, —SO—, —SO₂—,—NR¹¹—, —SO₂NR¹¹— or —NR¹¹SO₂—; provided that when X₁ is —NH—, X₂ is not—CH₂C(O)— or substituted —CH₂C(O)—;

R¹ is H or optionally substituted C₁₋₈ aliphatic, cycloalkyl,heterocycloalkyl, aryl or heteroaryl;

R² is H or optionally substituted C₁₋₈ aliphatic, cycloalkyl,heterocycloalkyl, aryl or heteroaryl; or R₂ is absent when X₂ is H;

R³ and R⁴ are independently H, alkyl or C₅₋₆ aryl;

R⁵ and R⁶ are independently H or halo;

R⁷ and R⁸ are independently H, —OR²³ or —NHR²³; or optionallysubstituted aliphatic, cycloalkyl, heterocycloalkyl, aryl or heteroaryl;or together form an optionally substituted ring comprising 3 to 7 carbonor heteroatoms;

R⁹ is H or C₁₋₃ alkyl;

R¹⁰ is H or C₁₋₃ alkyl; or R⁸ and R¹⁰ together form an optionallysubstituted ring comprising 3 to 7 carbon or heteroatoms; and

each R^(m) is independently H, halo, —OH, —NO₂, —CN; optionallysubstituted C₁₋₃ alkyl; —OR²³, —C(O)R²³, —C(O)OR²³, —C(O)N(R²³)(R²⁴),—OC(O)R²³, —OC(O)OR²³, —OC(O)N(R²³)(R²⁴), —N(R²³)(R²⁴), —S(O)R²³,—S(O)R²³, —SR²³, —S(O)₂N(R²³)(R²⁴); NR²³C(O)R²⁴, —NR²³C(O)OR²⁴,—NR²³SOOR²⁴, —NR²³C(O)N(R²⁴)(R²⁵) or —NR²³SO₂N(R²⁴)(R²⁵); where R²³, R²⁴and R²⁵ are each independently H, C₁₋₄ alkyl or optionally substituted 3to 8 membered cycloalkyl, heterocycloalkyl, aryl or heteroaryl; or twoadjacent R^(m) groups together form an optionally substituted aromaticor non-aromatic ring comprising 5 to 7 carbon or heteroatoms; where n is0, 1, 2, 3 or 4; or R^(m) and R⁷ together form an optionally substitutedaromatic or non-aromatic ring;

wherein each of the phenyl ring A carbon atoms 2-6 is optionallyreplaced by N; or any pair of adjacent phenyl ring A carbons atoms 2-6is optionally replaced by S, N or O; provided that in no instance is thephenyl ring A carbon atom that is substituted with the phosphonate groupreplaced; and

a pharmaceutically acceptable salt, ester or prodrug thereof.

Also included in the present invention are compounds of Formula II(IIa-IIe):

wherein:

R_(a) and R_(b) are independently H or halogen;

R²⁶, R²⁷, R²⁹ and R³⁰ are each independently H, halo, —OH, —NO₂, —CN,—CF₃, —CHF₂, —CH₂CH₃, —CH₂CF₃, —CF₂CF₃, —CH₂Cl, —CH₂OH, —CH₂CH₂OH,—CH₂NH₂, —CH₂CH₂NH₂, —CH₂SO₂CH₃, —OR²³, —C(O)R²³, —C(O)OR²³,—C(O)N(R²³)(R²⁴), —OC(O)R²³, —OC(O)OR²³, —OC(O)N(R²³)(R²⁴),—N(R²³)(R²⁴), —S(O)₂R²³, —S(O)R²³, —SR²³, —S(O)₂N(R²³)(R²⁴),—NR²³C(O)R²⁴, —NR²³C(O)OR²⁴, —NR²³SOOR²⁴, —NR²³C(O)N(R²⁴)(R²⁵),—NR²³SO₂R²⁴ or —NR²³SO₂N(R²⁴)(R²⁵); or optionally substituted C₁₋₆alkyl, C₁₋₆ alkoxy or aryl; where R²³, R²⁴ and R²⁵ are eachindependently H, C₁₋₄ alkyl or C₃₋₈ cycloalkyl, heterocycloalkyl, arylor heteroaryl;

R³¹ and R³² are each independently H, alkyl or C₅₋₆ aryl;

R²⁸ is H, halogen, —CN, —[CH₂]_(n)—[C(H)_(3-p)]_(x)(R³³)_(p), —C(O)OH,—C(O)(CH₂)_(n)NH₂, —C(O)NH(CH₂)_(n)R³³, —C═N—N—S(O)₂R³³,—(CH₂)_(n)—CH(R³⁴)(R³⁵) or —CHNR³⁴—; or R²⁸ taken together with eitherR²⁷ or R²⁹ form an optionally substituted ring comprising 3 to 8 carbonor heteroatoms;

each R³³ is independently H, halogen, —C(O)OR³⁹, —OH, —CN, —N═N—N,—N(R³⁷)(R³⁸), —C(O)NH(CH₂)_(n)R³⁹, —C(R³⁹)(NH₂)C(O)OR³⁹, —CH₂R³⁵ or—CH(R³⁵)NHS(O)₂R³⁹; or an optionally substituted cycloalkyl,heterocycloalkyl, aryl or heteroaryl;

R³⁴ is H or —N(R³⁷)(R³⁸);

R³⁵ is H, —C(O)R³⁴, —C(O)OR³⁹ or —N(NH₂)C(O)NH(CH₂)_(n)Ph;

R³⁷ and R³⁸ are each independently H, —C(O)OR³⁹, —C(O)cycloalkyl-Ph,—S(O)₂R³⁹, —C(O)R³⁹, —OC(O)R³⁹, —C(O)(CH₂)_(q)R³⁹, —S(O)₂, —S(O)₂NHR³⁹,—S(O)₂N(R⁴⁴)(R³⁹), —N(R³⁹)(R⁴⁴), —C(O)N(R⁴⁴)(R³⁹) or —NHC(O)N(R⁴⁴)(R³⁹);or optionally substituted C₁₋₆ alkyl, C₃₋₈ cycloalkyl, C₅₋₈ aryl, 3 to 8membered heterocycloalkyl or 5 to 8 membered heteroaryl; and

R³⁹ and R⁴⁴ are each independently H or optionally substituted C₁₋₆alkyl, C₃₋₈ cycloalkyl, C₅₋₈ aryl, 3 to 8 membered heterocycloalkyl or 5to 8 membered heteroaryl;

wherein each of the phenyl ring A carbon atoms 2-6 including itsrespective substituents is optionally replaced by N; or any pair ofadjacent phenyl ring A carbons atoms 2-6 and their respectivesubstituents are optionally replaced by S, N or O;

wherein n is an integer from 0 to 4; m is 0, 1 or 2; p is an integerfrom 1 to 3; q is an integer from 0 to 6; and x is either 0 or 1,provided that when x is 0, p is 1; and

a pharmaceutically acceptable salt, ester or prodrug thereof.

Compounds within the present invention are compounds of Formula IIb:

wherein R²⁶, R²⁷, R²⁸, R²⁹, R³¹ and R³² are as defined above; each ofthe phenyl ring A carbon atoms 3-6 including its respective substituentsis optionally replaced by N; or any pair of adjacent phenyl ring Acarbons atoms 3-6 and their respective substituents are optionallyreplaced by S, N or O; and

a pharmaceutically acceptable salt, ester or prodrug thereof.

Additional compounds within the present invention are compounds of thefollowing Formula IIc:

wherein R²⁶, R²⁷, R²⁹, R³¹ and R³² are as defined above for Formula IIa;

R⁴⁰ is H, alkyl, alkylene, —C(O)OR³⁹, —C(O)N(R³⁷)(R³⁸) or—N(NH₂)C(O)NH(CH₂)_(n)Ph;

R⁴¹ is —N(R³⁷)(R³⁸); wherein R³⁷ and R³⁸ are as described above forFormula IIa; and

each of the phenyl ring A carbon atoms 3, 5 or 6 including itsrespective substituents is optionally replaced by N; or phenyl ring Acarbons atoms 5 and 6 together and their respective substituents isoptionally replaced by an S, N or O;

and a pharmaceutically acceptable salt, ester or prodrug thereof.

Further compounds within the present invention are compounds of thefollowing Formula IId:

wherein R²⁶, R²⁷ and R²⁹ are as defined above for Formula IIa;

R³¹ and R³² are each independently H, alkyl or C₅₋₆ aryl;

R⁴⁰ is as defined above for Formula IIc; R⁴² is H, optionallysubstituted C₁₋₃ alkyl, —C(O)OR³⁹, —OC(O)R³⁹, —C(O)N(R⁴⁴)(R³⁹),—C(O)cyclopropyl-Ph, —S(O)₂R³⁹, —S(O)₂NHR³⁹ or —C(O)(CH₂)_(q)R³⁹; andeach of the phenyl ring A carbon atoms 3, 5 or 6 including itsrespective substituents are optionally replaced by N; or phenyl ring Acarbons atoms 5 and 6 together and their respective substituents areoptionally replaced by an S, N or O;

wherein R³⁹ is as defined above for Formula IIa; and

a pharmaceutically acceptable salt, ester or prodrug thereof.

Additional compounds within the present invention are compounds of thefollowing Formula IIe:

wherein R²⁶, R²⁷, R²⁹ and R⁴⁰ are as defined above for Formula IId;

R³¹ and R³² are each independently H, alkyl or C₅₋₆ aryl; R⁴³ is H,—NHR³⁹ or is R³⁹; wherein R³⁹ is H or optionally substituted C₁₋₆ alkyl,C₃₋₈ cycloalkyl, 3-8 member heterocycloalkyl, C₃₋₈ aryl or 3 to 8membered heteroaryl; and each of the phenyl ring A carbon atoms 3, 5 or6 including its respective substituents is optionally replaced by N; orphenyl ring A carbons atoms 5 and 6 together and their respectivesubstituents are optionally replaced by S, N or O; and

a pharmaceutically acceptable salt, ester or prodrug thereof.

The present invention additionally provides pharmaceutical compositionscomprising compounds of Formula (I) or (IIa-e), or a pharmaceuticallyacceptable salt, ester or prodrug thereof, in combination with apharmaceutically effective diluent or carrier. For simplification,compounds of Formula IIa-IIe are referred to herein as Formula II.

The present invention also provides methods of treating, preventing, orcontrolling PTP-mediated diseases, including but not limited to, Type 1diabetes, Type 2 diabetes, inadequate (impaired) glucose tolerance,insulin resistance, obesity, hyperlipidemia, hypertriglyceridemia,hypercholesterolemia, low HDL levels, atherosclerosis, vascularrestenosis, inflammatory bowel disease, pancreatitis, adipose celltumors, adipose cell carcinoma, liposarcoma, dyslipidemia, cancer, andneurodegenerative disease, where the method comprises administration ofan effective, or PTP-modulating, amount of a pharmaceutical compositiondescribed herein. In addition, the invention comprises methods ofincreasing the insulin sensitivity of a mammal comprising administeringto said mammal an insulin-sensitizing amount of a compound of Formula(I) or Formula (II), or a pharmaceutically acceptable salt, ester, orprodrug thereof.

The present invention provides methods of modulating the biologicalactivity of PTPs, in particular a PTP1B enzyme comprising contactingPTP1B with a compound of Formula (I) or Formula (II), or apharmaceutically acceptable salt, ester or prodrug thereof.

In addition, the invention provides a method of modulating thebiological activity of PTP1B in a mammal comprising administering aPTP1B-modulating amount of a compound of Formula (I) or Formula (II), ora pharmaceutically acceptable salt, ester or prodrug thereof. Furtherincluded are methods of treating a mammal having a TCPTP-mediateddisease, such as, for example, cutaneous T-cell Lymphoma (CTCL) which isalso known as Mycosis Fungoides and the Sezary Syndrome, by modulatingthe biological activity of TC-PTP. Such treatment comprisesadministering a TCPTP-modulating effective amount of a compound ofFormula (I) or Formula (II), or a pharmaceutically acceptable salt,ester or prodrug thereof.

The present invention also provides methods of modulating the biologicalactivity of a TCPTP (T-cell protein tyrosine phosphatase) enzymecomprising contacting TCPTP with a compound of Formula (I) or Formula(II), or a pharmaceutically acceptable salt, ester or prodrug thereof.

The present invention also provides complexes comprising PTP1B or TCPTPand a compound of Formula (I) or Formula (II).

DETAILED DESCRIPTION

As used herein, the following definitions shall apply unless otherwiseindicated.

The phrase “optionally substituted” is used interchangeably with thephrase “substituted or unsubstituted.” Unless otherwise indicated, anoptionally substituted group may have a substituent at eachsubstitutable position of the group, and each substitution isindependent of any other. Also, combinations of substituents orvariables are permissible only if such combinations result in stablecompounds. In addition, unless otherwise indicated, functional groupradicals are independently selected. Where “optionally substituted”modifies a series of groups separated by commas (e.g., “optionallysubstituted A, B or C”; or “A, B or C optionally substituted with”), itis intended that each of the groups (e.g., A, B and C) is optionallysubstituted.

The term “PTP1B” means protein tyrosine phosphatase enzyme 1B. PTP1B asused herein refers to the enzyme in its wild-type or natural form, orcan refer to any isolated or purified form. Further, the term PTP1Bmeans either the enzyme in its full-length form or in a truncated form.When compounds of the invention are used for in vitro studies, the PTP1Benzyme can be truncated or full-length, provided the catalytic domain isintact and its activity and protein folding characteristics have notbeen altered from its natural state. Such forms are commerciallyavailable or readily obtained using standard methods in the art, anddescribed in the literature.

The term “aliphatic” or “aliphatic group” as used herein means astraight-chain or branched C₁₋₁₂ hydrocarbon chain that is completelysaturated or that contains one or more units of unsaturation, or amonocyclic C₃₋₈ hydrocarbon or bicyclic C₈₋₁₂ hydrocarbon that iscompletely saturated or that contains one or more units of unsaturation,but which is not aromatic (also referred to herein as “carbocycle” or“cycloalkyl”), that has a single point of attachment to the rest of themolecule wherein any individual ring in said bicyclic ring system has3-7 members. For example, suitable aliphatic groups include, but are notlimited to, linear or branched alkyl, alkenyl, alkynyl groups andhybrids thereof such as (cycloalkyl)alkyl, (cycloalkenyl)alkyl or(cycloalkyl)alkenyl.

The terms “alkyl,” “alkoxy,” “hydroxyalkyl,” “alkoxyalkyl” and“alkoxycarbonyl,” used alone or as part of a larger moiety include bothstraight and branched chains containing one to twelve carbon atoms. Theterms “alkenyl” and “alkynyl” used alone or as part of a larger moietyshall include both straight and branched chains containing two to twelvecarbon atoms.

The terms “haloalkyl,” “haloalkenyl” and “haloalkoxy” means alkyl,alkenyl or alkoxy, as the case may be, substituted with one or morehalogen atoms. The term “halogen” or “halo” means F, Cl, Br or I.

The term “heteroatom” means nitrogen, oxygen, or sulfur and includes anyoxidized form of nitrogen and sulfur, and the quaternized form of anybasic nitrogen.

The term “aryl” used alone or in combination with other terms, refers tomonocyclic, bicyclic or tricyclic carbocyclic ring systems having atotal of five to fourteen ring members, wherein at least one ring in thesystem is aromatic and wherein each ring in the system contains 3 to 8ring members. The term “aryl” may be used interchangeably with the term“aryl ring”. The term “aralkyl” refers to an alkyl group substituted byan aryl. The term “aralkoxy” refers to an alkoxy group substituted by anaryl.

As used herein, where a ring is defined to contain or comprise x to ymembers, it is understood that the total number of member atoms (e.g.,carbon or heteroatoms) making up the ring is x, y or any integer betweenx and y. By way of example, a ring comprising 3 to 8 carbon orheteroatoms may be ring containing 3, 4, 5, 6, 7 or 8 ring members.

The term “heterocycloalkyl,” “heterocycle,” “heterocyclyl” or“heterocyclic” as used herein means monocyclic, bicyclic or tricyclicring systems having 5, 6, 7, 8, 9, 10, 11, 12, 13 or 14 ring members inwhich one or more ring members is a heteroatom, wherein each ring in thesystem contains 3, 4, 5, 6, 7 or 8 ring members and is non-aromatic.

The term “heteroaryl,” used alone or in combination with other terms,refers to monocyclic, bicyclic and tricyclic ring systems having a totalof 5, 6, 7, 8, 9, 10, 11, 12, 13 or 14 ring members, and wherein: 1) atleast one ring in the system is aromatic; 2) at least one ring in thesystem contains one or more heteroatoms; and 3) each ring in the systemcontains 3, 4, 5, 6 or 7 ring members. The term “heteroaryl” may be usedinterchangeably with the term “heteroaryl ring” or the term“heteroaromatic”. Examples of heteroaryl rings include, but are notlimited to, 2-furanyl, 3-furanyl, N-imidazolyl, 2-imidazolyl,4-imidazolyl, 5-imidazolyl, 3-isoxazolyl, 4-isoxazolyl, 5-isoxazolyl,2-oxadiazolyl, 5-oxadiazolyl, 2-oxazolyl, 4-oxazolyl, 5-oxazolyl,1-pyrrolyl, 2-pyrrolyl, 3-pyrrolyl, 1-pyrazolyl, 3-pyrazolyl,4-pyrazolyl, 2-pyridyl, 3-pyridyl, 4-pyridyl, 2-pyrimidyl, 4-pyrimidyl,5-pyrimidyl, 3-pyridazinyl, 2-thiazolyl, 4-thiazolyl, 5-thiazolyl,5-tetrazolyl, 2-triazolyl, 5-triazolyl, 2-thienyl, 3-thienyl,carbazolyl, benzimidazolyl, benzothienyl, benzofuranyl, indolyl,quinolinyl, benzotriazolyl, benzothiazolyl, benzooxazolyl,benzimidazolyl, isoquinolinyl, indazolyl, isoindolyl, acridinyl, andbenzoisoxazolyl. The term “heteroaralkyl” refers to an alkyl groupsubstituted by a heteroaryl. The term “heteroarylalkoxy” refers to analkoxy group substituted by a heteroaryl.

An aryl (including aralkyl, aralkoxy, aryloxyalkyl and the like) orheteroaryl (including heteroaralkyl, heteroarylalkoxy and the like)group may contain one or more substituents. Suitable substituents on anunsaturated carbon atom of an aryl, heteroaryl, aralkyl or heteroaralkylgroup are selected from halogen; haloalkyl; —CF₃; —R; —OR; —SR;1,2-methylenedioxy; 1,2-ethylenedioxy; protected OH (such as acyloxy);phenyl (Ph); Ph substituted with R; —O(Ph); —O-(Ph) substituted with R;—CH₂(Ph); —CH₂(Ph) substituted with R; —CH₂CH₂(Ph); —CH₂CH₂(Ph)substituted with R; —NO₂; —CN; —N(R)₂; —NRC(O)R; —NRC(O)N(R)₂; —NRCO₂R;—NRNRC(O)R; —NR—NRC(O)N(R)₂; —NRNRCO₂R; —C(O)C(O)R; —C(O)CH₂C(O)R;—CO₂R; —C(O)R; —C(O)N(R)₂; —OC(O)N(R)₂; —S(O)₂R; —SO₂N(R)₂; —S(O)R;—NRSO₂N(R)₂; —NRSO₂R; —C(═S)N(R)₂; —C(═NH)—N(R)₂; —(CH₂)_(y) NHC(O)R;—(CH₂)_(y)R; —(CH₂)_(y)NHC(O)NHR; —(CH₂)_(y)NHC(O)OR; —(CH₂)_(y)NHS(O)R;—(CH₂)_(y)NHSO₂R; or —(CH₂)_(y)NHC(O)CH((V)_(z)—R)(R) wherein each R isindependently selected from hydrogen, optionally substituted aliphatic(preferably C₁₋₆), an unsubstituted heteroaryl or heterocyclic ring(preferably C₅₋₆), phenyl (Ph), —O(Ph), or —CH₂(Ph)-CH₂(Ph), wherein yis 0-6; z is 0-1; and V is a linker group. When R is aliphatic, it maybe substituted with one or more substituents selected from —NH₂,—NH(C₁₋₄ aliphatic), —N(C₁₋₄ aliphatic)₂, —S(O)(C₁₋₄ aliphatic),—SO₂(C₁₋₄ aliphatic), halogen, (C₁₋₄ aliphatic), —OH, —O—(C₁₋₄aliphatic), —NO₂, —CN, —CO₂H, —CO₂(C₁₋₄ aliphatic), —O(halo C₁₋₄aliphatic) or -halo(C₁₋₄ aliphatic); wherein each C₁₋₄ aliphatic isunsubstituted.

An aliphatic group or a non-aromatic heterocyclic ring may contain oneor more substituents. Suitable substituents on a saturated carbon of analiphatic group or of a non-aromatic heterocyclic ring are selected fromthose listed above for the unsaturated carbon of an aryl or heteroarylgroup and the following: ═O, ═S, ═NNHR, ═NN(R)₂, ═N—, ═NNHC(O)R,═NNHCO₂(alkyl), ═NNHSO₂(alkyl), or ═NR, where each R is independentlyselected from hydrogen or an optionally substituted aliphatic(preferably C₁₋₆). When R is aliphatic, it may be substituted with oneor more substituents selected from —NH₂, —NH(C₁₋₄ aliphatic), —N(C₁₋₄aliphatic)₂, halogen, —OH, —O—(C₁₋₄ aliphatic), —NO₂, —CN, —CO₂H,—CO₂(C₁₋₄ aliphatic), —O(halo C₁₋₄ aliphatic), or -halo(C₁₋₄ aliphatic);wherein each C₁₋₄ aliphatic is unsubstituted.

Substituents on a nitrogen of a non-aromatic heterocyclic ring areselected from —R, —N(R)₂, —C(O)R, —C(O)OR, —C(O)C(O)R, —C(O)CH₂C(O)R,—SO₂R, —SO₂N(R)₂, —C(═S)N(R)₂, —C(═NH)—N(R)₂ or —NRSO₂R; wherein each Ris independently selected from hydrogen, an optionally substitutedaliphatic (preferably C₁₋₆), optionally substituted phenyl (Ph),optionally substituted —O(Ph), optionally substituted —CH₂(Ph),optionally substituted —CH₂CH₂(Ph), or an unsubstituted heteroaryl orheterocyclic ring (preferably 5-6 membered). When R is a C₁₋₆ aliphaticgroup or a phenyl ring, it may be substituted with one or moresubstituents selected from —NH₂, —NH(C₁₋₄ aliphatic), —N(C₁₋₄aliphatic)₂, halogen, —(C₁₋₄ aliphatic), —OH, —O—(C₁₋₄ aliphatic), —NO₂,—CN, —CO₂H, —CO₂(C₁₋₄ aliphatic), —O(halo C₁₋₄ aliphatic) or -halo(C₁₋₄aliphatic); wherein each C₁₋₄ aliphatic is unsubstituted.

The term “linker group” or “linker” means an organic moiety thatconnects two parts of a compound. Linkers include alkylidene chain thatis a saturated or unsaturated, straight or branched, C₁₋₈ carbon chainwhich is optionally substituted, and wherein one or more saturatedcarbons of the chain are optionally replaced by R* wherein R* is —C(O)—,—C(O)C(O)—, —C(O)NR—, —C(O)NRNR—, —C(O)O—, —OC(O)—, —NRCO₂—, —O—,—NRC(O)NR—, —OC(O)NR—, —NRNR—, —NRC(O)—, —S—, —SO—, —SO₂—, —NR—,—SO₂NR—, or —NRSO₂—; or an optionally substituted cycloalkyl,heterocycloalkyl, aryl or heteroaryl; wherein R is selected fromhydrogen or C₁₋₄ aliphatic; wherein C₁₋₄ aliphatic is unsubstituted. Inone embodiment, two or more non-adjacent saturated carbons of the chainare optionally replaced by R*. Optional substituents on the alkylidenechain are as described above for an aliphatic group. Alternatively, thelinker group is R*. Additional linkers include aryl and heteroaryl.

For compounds of Formula (I) or Formula (II), the phenyl ring A can beoptionally modified to be a heteroaryl ring by one, two, or threeapplications of either or both of the following alterations: 1) any oneor more of the phenyl ring A carbon atoms 2-6 including its respectivesubstituent is replaced by N; and/or 2) any pair of adjacent phenyl ringA carbons atoms 2-6 and their respective substituents are replaced by anS or O or N. Such heteroaryl rings preferably include, but are notlimited to, oxazoles, isoxazoles, imidazoles, thiazoles, isothiazoles,pyrazoles, thiophenes, furans, pyrroles, pyridines, pyrimidines,pyrazines, and pyridazines. Preferably, ring A is a phenyl, pyridine,thiophene, furan, pyrrole, oxazole, isoxazole, thiazole or anisothiazole. More preferably, ring A is a phenyl, pyridine, thiophene,furan or pyrrole. Even more preferably, ring A is a phenyl, pyridine orthiophene. Most preferred is where ring A is phenyl.

For compounds of Formula II where R²⁸ is taken together with either R²⁷or R²⁹ they form an optionally substituted 3-8 membered, or preferably5-8 membered, cycloalkyl, aryl, heterocycloalkyl or heteroaryl.

The term “treatment” refers to any treatment of a pathologic conditionin a mammal, particularly a human, and includes: (i) preventing thepathologic condition from occurring in a subject which may bepredisposed to the condition but has not yet been diagnosed with thecondition and, accordingly, the treatment constitutes prophylactictreatment for the disease condition; (ii) inhibiting the pathologiccondition, i.e., arresting its development; (iii) relieving thepathologic condition, i.e., causing regression of the pathologiccondition; or (iv) relieving the conditions mediated by the pathologiccondition.

The term “therapeutically effective amount” refers to that amount of acompound of the invention that is sufficient to effect treatment, asdefined above, when administered to a mammal in need of such treatment.The therapeutically effective amount will vary depending upon thesubject and disease condition being treated, the weight and age of thesubject, the severity of the disease condition, the manner ofadministration and the like, which can readily be determined by one ofordinary skill in the art.

The term “pharmaceutically acceptable salts” includes, but is notlimited to, salts well known to those skilled in the art, for example,mono-salts (e.g. alkali metal and ammonium salts) and poly salts (e.g.di- or tri-salts,) of the compounds of the invention. Pharmaceuticallyacceptable salts of compounds of Formulas (I) and (II) are where, forexample, an exchangeable group, such as hydrogen in —OH, —NH—, or—P(═O)(OH)—, is replaced with a pharmaceutically acceptable cation (e.g.a sodium, potassium, or ammonium ion) and can be conveniently beprepared from a corresponding compound of Formula (I) or Formula (II)by, for example, reaction with a suitable base. In cases where compoundsare sufficiently basic or acidic to form stable nontoxic acid or basesalts, administration of the compounds as salts may be appropriate.Examples of pharmaceutically acceptable salts are organic acid additionsalts formed with acids that form a physiological acceptable anion, forexample, tosylate, methanesulfonate, acetate, citrate, malonate,tartarate, succinate, benzoate, ascorbate, α-ketoglutarate, andα-glycerophosphate. Suitable inorganic salts may also be formed,including hydrochloride, sulfate, nitrate, bicarbonate, and carbonatesalts. Pharmaceutically acceptable salts may be obtained using standardprocedures well known in the art, for example, by reacting asufficiently basic compound such as an amine with a suitable acidaffording a physiologically acceptable anion. Alkali metal (for example,sodium, potassium or lithium) or alkaline earth metal (for example,calcium) salts of carboxylic acids can also be made.

The term “prodrug” or “prodrugs” is used in its ordinary meaning in theart and means a compound of the invention that has its charged moietiesmasked or protected by another moiety that is designed to be cleavedunder particular physiological conditions, leaving the deprotected orunmasked compound of the invention. The use of masking agents is commonand well-known in the art and, in particular, masking phosphate orphosphonate groups. All such masking agents are suitable and can be usedwith the compounds of the invention. Various agents such as acyloxyalkyl esters are described by Srivasta et al., (1984 BioorganicChemistry 12, 118-12), and by Freeman et al. (1997 Progress in MedicinalChemistry 34:112-147) which are each incorporated in their entiretyherein by reference; and 3-phthalidyl phosphonate esters are describedby Dang Q., et al., (1999 Bioorganic & Med. Chem. Letters, 9:1505-1510),which is incorporated in its entirety herein by reference. For example,and not by way of limitation, Srivasta et al. also describeacetoxymethyl, isobutryloxymethyl, and pivaloxymethyl as masking agents.Other suitable masking groups comprising pivaloxyalkyl, e.g.,pivaloxymethyl, or a pivaloyloxy group as described by Farquhar D. etal., (1995 J. Med. Chem., 38:488-495) which is incorporated in itsentirety herein by reference. Still other masking or protecting agentsare described in U.S. Pat. Nos. 4,816,570 and 4,968,788 both of whichare incorporated in their entirety herein by reference. Lipid prodrugsare also suitable for use with the compounds of the invention. Bynon-limiting example, certain lipid prodrugs are described in Hostetleret al., (1997 Biochem. Pharm. 53:1815-1822), and Hostetler et al., 1996Antiviral Research 31:59-67), both of which are incorporated in theirentirety herein by reference. Additional examples of suitable prodrugtechnology is described in WO 90/00555; WO 96/39831; WO 03/095665A2;U.S. Pat. Nos. 5,411,947; 5,463,092; 6,312,662; 6,716,825; and U.S.Published Patent Application Nos. 2003/0229225 and 2003/0225277 each ofwhich is incorporated in their entirety herein by reference. Suchprodrugs may also possess the ability to target the drug compound to aparticular tissue within the patient, e.g., liver, as described by Erionet al., (2004 J. Am. Chem. Soc. 126:5154-5163; Erion et al., Am. Soc.Pharm. & Exper. Ther. DOI:10.1124/jept.104.75903 (2004); WO 01/18013 A1;U.S. Pat. No. 6,752,981), each of which is incorporated in theirentirety herein by reference. By way of non-limiting example, otherprodrugs suitable for use with the compounds of the invention aredescribed in WO 03/090690; U.S. Pat. No. 6,903,081; U.S. PatentApplication No. 2005/0171060A1; U.S. Patent Application No.2002/0004594A1; and by Harris et al., (2002 Antiviral Chem & Chemo. 12:293-300; Knaggs et al., 2000 Bioorganic & Med. Chem. Letters 10:2075-2078) each of which is incorporated in their entirety herein byreference. Some of the compounds described herein possess one or morechiral (also known as asymmetric) centers, and may lead to opticalisomers. All such isomers, as well as diastereomers and enantiomers areincluded in the present invention. Racemic mixtures of compounds arealso included in the present invention. Resolution of such racemicmixtures can be made using standard procedures known in the art. By wayof non-limiting example, one of skill in the art can obtain the twoenantiomers of the racemic amino acid by using chiral column separationor by proper functionalization followed by enzymatic resolution or bytreatment of the racemate with a chiral amine to form a diastereomericsalt and the two diastereomers separated by crystallization. The parentcompound can then be liberated from the amine salt by acid treatment.Alternatively, one can obtain the two enantiomers of the racemic finalcompound by using chiral column separation or by treatment with a chiralamine to form a diastereomeric salt and the two diastereomers separatedby crystallization. The parent compound can then be liberated from theamine salt by acid treatment. Another method that can be used to resolveenantiomers of a chiral amino acid is to form a conjugate (e.g. ester)with a chiral moiety (e.g. a chiral alcohol) to produce a mixture ofdiasteromeric adducts. These adducts can be separated by ordinary(non-chiral) chromatography or by fractional crystallization, then therespective enantiomers of the amino acid liberated by cleavage of theconjugate.

According to one embodiment, the invention provides compounds of Formula(I) where:

X₁ is a linker group or is absent;

X₂ is H or optionally substituted straight-chained or branchedaliphatic, preferably comprising 1 to 8 carbons, optionally containing 1or more double or triple bonds, wherein one or more of the carbons areoptionally replaced by R* wherein R* is optionally substitutedcycloalkyl, heterocycloalkyl, aryl or heteroaryl; —C(O)—, —C(O)C(O)—,—C(O)NR¹¹—, —C(O)NR¹¹NR¹²—, —C(O)O—, —OC(O)—, —NR¹¹CO₂—, —O—,—NR¹¹C(O)NR¹²—, —OC(O)NR¹¹, —NR¹¹NR¹²—, —NR¹¹C(O)—, —S—, —SO—, —SO₂—,—NR¹¹—, —SO₂NR¹¹— or —NR¹¹SO₂—, wherein R¹¹ and R¹² are independentlyselected from H and optionally substituted aliphatic, cycloalkyl,heterocycloalkyl, aryl or heteroaryl; or X₂ is R*, i.e., X₂ is anoptionally substituted cycloalkyl, heterocycloalkyl, aryl or heteroaryl;—C(O)—, —C(O)C(O)—, —C(O)NR¹¹—, —C(O)NR¹¹NR¹²—, —C(O)O—, —OC(O)—,—NR¹¹CO₂—, —O—, —NR¹¹C(O)NR¹²—, —OC(O)NR¹¹—, —NR¹¹NR¹²—, —NR¹¹C(O)—,—S—, —SO—, —SO₂—, —NR¹¹—, —SO₂NR¹¹— or —NR¹¹SO₂—;

R₁ is H or optionally substituted aliphatic, cycloalkyl,heterocycloalkyl, aryl or heteroaryl;

R₂ is H or an optionally substituted cycloalkyl, heterocycloalkyl, arylor heteroaryl; or

R₂ is absent when X₂ is H;

R₃ and R₄ are independently H, alkyl or C₅₋₆ aryl;

at least one of R₅ and R₆ is halo;

R₇ and R₈ are each independently H or optionally substituted aliphatic,cycloalkyl, heterocycloalkyl, aryl or heteroaryl; or together form anoptionally substituted ring comprising 3 to 7 carbon or heteroatoms;

R⁹ is H or —CH₃;

R¹⁰ is H or —CH₃; and

each R_(m) is independently H, halo, —OH, —NO₂, —CN, —CH₃, —CF₃, —CHF₂,—CH₂CH₃, —CH₂CF₃, —CF₂CF₃, —CH₂Cl, —CH₂OH, —CH₂CH₂OH, —CH₂NH₂,—CH₂CH₂NH₂, —CH₂SO₂CH₃, —OR²³, —C(O)R²³, —C(O)OR²³, —C(O)N(R²³)(R²⁴),—OC(O)R²³, —OC(O)OR²³, —OC(O)N(R²³)(R²⁴), —N(R²³)(R²⁴), —S(O)₂R²³,—SR²³, —S(O)₂N(R²³)(R²⁴), —NR²³C(O)R²⁴, —NR²³C(O)OR²⁴, —NR²³SOOR²⁴,—NR²³C(O)N(R²⁴)(R²⁵)—NR²³SO₂R²⁴, or —NSO₂(R²³)(R²⁴); where R²³, R²⁴ andR²⁵ are each independently H, C₁₋₄ alkyl or 5 or 6 membered cycloalkyl,heterocycloalkyl, aryl or heteroaryl; or two adjacent R^(m) groupstogether form an optionally substituted aromatic or non-aromatic ringcomprising 5 to 7 carbon or heteroatoms; or R^(m) and R⁷ together forman optionally substituted aromatic or non-aromatic ring; where n is 0,1, 2, 3 or 4.

It is preferred that compounds of formula (I) do not comprise dipeptide,tripeptide or oligopeptide moieties, such as where formula (I)represents compounds of the formula R₁-AA_(n)-R₂ where AA is an aminoacid or derivative thereof and n is an integer greater than 1. Thus, itpreferred that where X₁ is —NH—, X₂ is not, or does not comprise,—CHRC(O)— where R is an α-carbon substituent. Put in other terms, it ispreferred that where X₁ is —NH—, X₂ is not, or does not comprise,—CH₂C(O)— or —CH₂C(O)— substituted at the methylene group. It is alsopreferred that R₁X₁ is not of the form R₁—C(O)CRNH— where R is anα-carbon substituent. It is further preferred that R₁X₁ is not of theform R₁—NHC(R)C(O)NH—, where R is an α-carbon substituent; particularlywhere X₂ is H or lower alkyl such as —CH₃ and R₂ is absent.

In one embodiment, X₁ is optionally substituted C₁₋₈ alkyl wherein oneor more methylenes are optionally replaced by R* wherein R* is —C(O)—,—C(O)C(O)—, —C(O)NR¹³—, —C(O)NR¹³NR¹⁴—, —CO₂—, —OC(O)—, —NR¹³CO₂—, —O—,—NR¹³C(O)NR¹⁴—, —OC(O)NR¹³—, —NR¹³NR¹⁴—, —NR¹³C(O)—, —S—, —SO—, —SO₂—,—NR¹³—, —SO₂NR¹³— or —NR¹³SO₂—; wherein R¹³ and R¹⁴ are independentlyselected from H and C₁₋₄ alkyl; or X₁ is —C(O)—, —C(O)C(O)—, —C(O)NR¹³—,—C(O)NR¹³NR¹⁴—, —CO₂—, —OC(O)—, —NR¹³CO₂—, —O—, —NR¹³C(O)NR¹⁴—,—OC(O)NR¹³—, —NR¹³NR¹⁴—, —NR¹³C(O)—, —S—, —SO—, —SO₂—, —NR¹³—, —SO₂NR¹³—or —NR¹³SO₂—.

In another embodiment, X₁ is —(CH₂)R*—, —C(O)—, —C(O)C(O)—, —C(O)NR¹³—,—C(O)NR¹³NR¹⁴—, —C(O)O—, —OC(O)—, —NR¹³CO₂—, —O—, —NR¹³C(O)NR¹⁴—,—OC(O)NR¹³—, —NR¹³NR¹⁴—, —NR¹³C(O)—, —S—, —SO—, —SO₂—, —NR¹³—, —SO₂NR¹³—or —NR¹³SO₂—.

According to another embodiment, X₁ is —SO₂NR¹³—, —NR¹³SO₂—,—(CH₂)OC(O)NH—, —C(O)NH— or —OC(O)NR¹³—.

In another embodiment, X₁ is absent and R₁ is C₁₋₈ alkyl or is H.

In one embodiment of compounds of Formula (I), X₂ is optionallysubstituted C₂₋₈ alkyl wherein one or more carbons are optionallyreplaced by R* wherein R* is —C(O)—, —C(O)C(O)—, —C(O)NR¹¹—,—C(O)NR¹¹NR¹²—, —C(O)O—, —OC(O)—, —NR¹¹C(O)O—, —O—, —NR¹¹C(O)NR¹²—,—OC(O)NR¹¹—, —NR¹¹NR¹²—, —NR¹¹C(O)—, —S—, —SO—, —SO₂—, —NR¹¹—, —SO₂NR¹¹—or —NR¹¹SO₂—.

In another, X₂ is —(CH₂)_(m)— where m is 2 to 8; or —(CH₂)_(m)—O— wherem is 2 to 7; or —(CH₂)_(m)(C═C)(CH₂)_(n)—, —(CH₂)_(m)(C═C)(CH₂)_(n)O—,or —(CH₂)_(m)(C≡C)(CH₂)_(n)— where m and n are independently 0, 1, 2 or3; or X₂ is —CH₃ and R₂ is absent.

In other embodiments, R₁ is C₁₋₈ alkyl, alkenyl or alkynyl optionallysubstituted with halo or hydroxyl; or optionally substituted 5 or 6membered cycloalkyl, heterocycloalkyl, aryl or heteroaryl, and morespecifically, R₁ is 5 or 6 membered cycloalkyl, heterocycloalkyl, arylor heteroaryl optionally substituted with halogen, haloalkyl, —R¹⁵,—OR¹⁵, —SR¹⁵, 1,2-methylenedioxy, 1,2-ethylenedioxy, —NO₂, —CN,—NR¹⁵R¹⁶, —NR¹⁵C(O)R¹⁶, —NR¹⁵C(O)NR¹⁶R¹⁷, —NR¹⁵C(O)OR¹⁶,—NR¹⁵NR¹⁶C(O)R¹⁷, —NR¹⁵NR¹⁶C(O)NR¹⁷R¹⁸, —NR¹⁵NR¹⁶C(O)OR¹⁷, —C(O)C(O)R¹⁶,—C(O)CH₂C(O)R¹⁶, —C(O)OR¹⁵, —C(O)R¹⁵, —C(O)NR¹⁵R¹⁶, —OC(O)NR¹⁵R¹⁶,—S(O)₂R¹⁵, —SO₂NR¹⁵R¹⁶, —S(O)R¹⁵, —NR¹⁵SO₂, —NR¹⁶R¹⁷, —NR¹⁵SO₂R¹⁶,—C(═S)NR¹⁵R¹⁶, —C(═NH)N¹⁵R¹⁶, —(CH₂)_(y)NHC(O)R¹⁵, —(CH₂)_(y)R¹⁵,—(CH₂)_(y)NHC(O)NHR¹⁵, —(CH₂)_(y)NHC(O)OR¹⁵, —(CH₂)_(y)NHS(O)R¹⁵ or—(CH₂)_(y)NHSO₂R¹⁵, wherein R¹⁵, R¹⁶, R¹⁷ and R¹⁸ are independentlyselected from H and optionally substituted C₁₋₆ alkyl; and wherein y is0-6.

In another embodiment, R₁ is methyl or phenyl.

In other embodiments, R₂ is optionally substituted 5 or 6 memberedcycloalkyl, heterocycloalkyl, aryl or heteroaryl, and more specifically,R₂ is 5 or 6 membered cycloalkyl, heterocycloalkyl, aryl or heteroaryloptionally substituted with halogen, haloalkyl, —R¹⁹, —OR¹⁹, —SR¹⁹,1,2-methylenedioxy, 1,2-ethylenedioxy, —NO₂, —CN, —NR¹⁹R²⁰,—NR¹⁹C(O)R²⁰, —NR¹⁹C(O)NR²⁰R²¹, —NR¹⁹C(O)OR²⁰, —NR¹⁹NR²⁰C(O)R²¹,—NR¹⁹NR²⁰C(O)NR²¹R²², —NR¹⁹NR²⁰C(O)OR²¹, —C(O)C(O)R¹⁹, —C(O)CH₂C(O)R¹⁹,—C(O)OR¹⁹, —C(O)R¹⁹, —C(O)NR¹⁹R²⁰, —OC(O)NR¹⁹R²⁰, —S(O)₂R¹⁹,—SO₂NR¹⁹R²⁰, —S(O)R¹⁹, —NR¹⁹SO₂NR²⁰R²¹, —NR¹⁹SO₂R²⁰, —C(═S)NR¹⁹R²⁰,—C(═NH)NR¹⁹R²⁰, —(CH₂)_(y)NHC(O)R¹⁹, —(CH₂)_(y)R¹⁹,—(CH₂)_(y)NHC(O)NHR¹⁹, —(CH₂)_(y)NHC(O)OR¹⁹, —(CH₂)_(y)NHS(O)R¹⁹ or—(CH₂)_(y)NHSO₂R¹⁹, wherein R¹⁹, R²⁰, R²¹ and R²² are independentlyselected from H, C₁₋₆ aliphatic or 5 or 6 membered aryl, heteroaryl,cycloalkyl or heterocycloalkyl, and wherein y is 0-6.

R₂ can also be phenyl optionally substituted with —OH or —C(O)OR¹⁹. In aspecific embodiment, R₂ is phenyl substituted with one or more groupsselected from —OH and —C(O)OCH₃. X₂R₂ (i.e., where R₂ is absent) canalso be lower alkyl, such as, for example, methyl, ethyl or propyl.

In yet another embodiment of compounds of formula (I), X₁ is —SO₂NR¹³—,—(CH₂)OC(O)NH—, —C(O)NH— or —OC(O)NR¹³—; and X₂ is —(CH₂)_(m)— where mis 2 to 8 or —(CH₂)_(m)—O— where m is 2 to 7. In another, X₁ is —SO₂NH—or —(CH₂)OC(O)NH—; and X₂ is —(CH₂)₄O— or —C(O)NH—; where, for example,R₁ is methyl or phenyl; and R₂ is phenyl optionally substituted with oneor more groups selected from —OH and —C(O)OCH₃. In a further embodiment,R₃ and R₄ are independently H, C₁₋₄ alkyl such as methyl, ethyl, propylor butyl, or phenyl. In another embodiment, R₃ and R₄ are each H. Inanother, both R₅ and R₆ are halo, preferably F; and R_(m) is halo wherem is 0, 1 or 2.

Specific embodiments of Formula I include the following compounds aswell as those set forth in the Examples 1-24:

-   (2S)-{4-[2-Benzyloxycarbonylamino-2-(3-hydroxy-propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Benzyloxycarbonylamino-2-(dimethylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(4-chlorophenyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Benzyloxycarbonylamino-2-(3-morpholin-4-yl-propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(2-Pyridyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(3-Pyridyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Benzyloxycarbonylamino-2-(3-dimethylamino-propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-imidazol-1-yl-propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(4-chlorophenoxy)propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(4-(phenylamino)phenylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(3-chlorophenoxy)propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(3-dimethylaminophenoxy)    propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic acid;-   (2S)-{4-[2-Dimethylaminosulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Methylsulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-phenoxypropylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(N-dodecylsulfonylamino)-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(4-Methoxyphenyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(2-Aminoethanesulfonylamino)-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-phenoxy-phenylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-benzyl-phenylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(N-methyl,N-phenylamino)-propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(4-Methylphenylsulfonylamino)-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Isopropylsulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(6-Phenoxy-pyrid-3-yl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(4-(3-chlorophenoxy)-phenylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-phenylamino-phenylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(4-trifluoromethoxy-phenoxy)propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(3,4-Dichlorophenyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(6-Morpholin-4-yl-pyrid-3-yl)sulfonylamino-2-(4-phenylbutyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(2-Benzothiophene)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(2-Thienyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(1-Naphthyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(4-phenyl-but-3E-enylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(2-(4-chlorophenylcarbamoyl)ethyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(4-bromo-phenoxy)propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(3,5-dimethoxy-4-acetyl-phenoxy)propyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(3,4-dichloro-phenoxy)propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(2-nitrophenylsulfonylamino)propyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-Benzylsulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}-difluoromethylphosphonic    acid;-   (2S)-{4-[2-(2-Phenylethyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(3,5-Dimethylisoxazol-4-yl)sulfonylamino-2-(4-phenylbutyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-{4-[2-(Trifluoromethyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-(2-Bromo-4-{2-(3-pyridyl)sulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonic    acid;-   (2S)-[(4-{2-Phenylsulfonylamino-2-[3-(2-oxo-pyrrolidin-1-yl)-propylcarbamoyl]-ethyl}-phenyl)]difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(4-(4-methoxyphenylamino)phenyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid;-   (2S)-[4-(2-Phenylsulfonylamino-3-[1,4′]bipiperidinyl-1′-yl-3-oxo-propyl)-phenyl]difluoromethylphosphonic    acid;-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(4-trifluoromethyl-phenoxy)propyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid; and-   (2S)-{4-[2-Phenylsulfonylamino-2-(3-(4-quinolineoxy)propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonic    acid.

According to one embodiment, the invention provides compounds of Formula(IIa) where at least one of, and preferably both, R_(a) and R_(b) arehalogen;

R³¹ and R³² are each hydrogen;

ring A is phenyl, pyridine or thiophene;

R²⁸ is preferably —[CH₂]_(n)—[C(H)_(3-p)]_(x)(R³³)_(p),—C(O)NH(CH₂)_(n)R³³, —(CH₂)_(n)—CHR³⁴R³⁵ or CHNR³⁴; or R²⁸ takentogether with either R²⁷ or R²⁹ form an optionally substituted ringcomprising 3 to 7 carbon or heteroatoms, and more preferably 5 to 8carbon or heteratoms;

each R³³ is independently H, halogen, —C(O)OR³⁹, —OH, —CN, —N═N—N,—N(R³⁷)(R³⁸), —CH(R³⁹)(NH₂)C(O)OR³⁹, —CH₂R³⁵ or —CHR³⁵—(NHS(O)₂—R³⁹); oroptionally substituted cycloalkyl, aryl, heterocycloalkyl, orheteroaryl;

R³⁴ is H or —N(R³⁷)(R³⁸);

R³⁵ is H or —C(O)R³⁴;

R³⁷ and R³⁸ are each independently H, C₁₋₆ alkyl, —S(O)₂R³⁹,—C(O)(CH₂)_(q)R³⁹, —S(O)₂NHR³⁹ or —NHC(O)NHR³⁹; and

R³⁹ is H, optionally substituted C₁₋₆ alkyl, C₃₋₈ aryl or 3 to 8membered heteroaryl.

Compounds of formula IIa wherein R²⁸ together with R²⁹ (oralternatively, with R²⁷) form an optionally substituted 5 membered ringmay be exemplified by formula IIa1:

wherein X and Y are independently C, N, S and O;

R_(c), R_(d) and R_(e) are independently absent or selected from H,halogen, haloalkyl, —R⁴⁵, —OR⁴⁵, —SR⁴⁵, 1,2-methylenedioxy,1,2-ethylenedioxy, —NO₂, —CN, —NR⁴⁵R⁴⁶, —NR⁴⁵C(O)R⁴⁶, —NR⁴⁵C(O)NR⁴⁶R⁴⁷,—NR⁴⁵C(O)OR⁴⁶, —NR⁴⁵NR⁴⁶C(O)R⁴⁷, —NR⁴⁵NR⁴⁶C(O)NR⁴⁷R⁴⁸,—NR⁴⁵NR⁴⁶C(O)OR⁴⁷, —C(O)C(O)R⁴⁶, —C(O)CH₂C(O)R⁴⁶, —C(O)OR⁴⁵, —C(O)R⁴⁵,—C(O)NR⁴⁵R⁴⁶, —OC(O)NR⁴⁵R⁴⁶, —S(O)₂R⁴⁵, —SO₂NR⁴⁵R⁴⁶, —S(O)R⁴⁵,—NR⁴⁵SO₂NR⁴⁶R⁴⁷, —NR⁴⁵SO₂R⁴⁶, —C(═S)NR⁴⁵R⁴⁶, —C(═NH)NR⁴⁵R⁴⁶,—(CH₂)_(y)NHC(O)R⁴⁵, —(CH₂)_(y)R⁴⁵, —(CH₂)_(y)NHC(O)NHR⁴⁵,—(CH₂)_(y)NHC(O)OR⁴⁵, —(CH₂)_(y)NHC(O)(CH₂)R⁴⁵NHC(O)R⁴⁶,—(CH₂)_(y)NHS(O)R⁴⁵ or —(CH₂)_(y)NHSO₂R⁴⁵, wherein R⁴⁵ and R⁴⁶ areindependently selected from H and optionally substituted C₁₋₆ alkyl; andwherein y is 0-6.

According to several embodiments, X and Y are independently S or N, andR_(c), R_(d) and R_(e) are independently absent or selected from—NR⁴⁵C(O)R⁴⁶, —(CH₂)_(y)NHC(O)R⁴⁵ and—(CH₂)_(y)NHC(O)(CH)(R⁴⁵)NHC(O)R⁴⁶. In further embodiments, X and Y areindependently S or N; R_(c), R_(d) and R_(e) are independently absent orselected from —NHC(O)CH₃, —(CH₂)NHC(O)CH₃ and—(CH₂)NHC(O)(CH₂)NHC(O)CH₃. Other embodiments include compounds where Xand Y are O; X is N and Y is S; X is S and Y is N; X is N and Y is C;and X is C and Y is N. Preferred embodiments include compounds where oneof R²⁶ and R³⁰ is halo, preferably Br; one or both of R_(a) and R_(b)are halo, preferably F; and one or both of R³¹ and R³² are H.

According to another embodiment of the invention, compounds of Formula(IIb) are provided where R_(a) and R_(b) are both F; R³¹ and R³² areeach hydrogen; ring A is phenyl, pyridine or thiophene; R³⁰ is Br;

R²⁸ is —(CH₂)_(n)—CHR³⁴R³⁵ or —CHNR³⁴; or R²⁸ taken together with eitherR²⁸ or R²⁹ form an optionally substituted ring comprising 3 to 8 carbonor heteroatoms;

R³⁴ is H or —NR³⁷R³⁸;

R³⁵ is H or —C(O)R³⁴;

R³⁷ and R³⁸ preferably are each independently H, C₁₋₆ alkyl, —S(O)₂R³⁹,—C(O)(CH₂)_(q)R³⁹, —S(O)₂NHR³⁹ or —NHC(O)NHR³⁹; and

R³⁹ is H or an optionally substituted C₁₋₆ alkyl, 3 to 8 membered arylor heteroaryl.

According to yet another embodiment of the invention, compounds ofFormula (IIc) are provided where R³¹ and R³² are each hydrogen; ring Ais phenyl, pyridine or thiophene; R²⁶, R²⁷ and R²⁹ are each H;

R⁴⁰ is H, alkyl or —C(O)NR³⁷R³⁸;

R⁴¹ is —NR³⁷R³⁸;

R³⁷ and R³⁸ are each independently H, C₁₋₆ alkyl, —S(O)₂R³⁹,—C(O)(CH₂)_(q)R³⁹, —S(O)₂NHR³⁹ or —NHC(O)NHR³⁹; and

R³⁹ is H or an optionally substituted C₁₋₆ alkyl, 3 to 8 membered arylor heteroaryl.

According to yet another embodiment of the invention, compounds ofFormula (IId) are provided where R³¹ and R³² are each hydrogen; ring Ais phenyl; R²⁶, R²⁷ and R²⁹ are each H;

R⁴⁰ is alkyl or —C(O)NR³⁷R³⁸;

R⁴² is —S(O)₂R³⁹, —C(O)(CH₂)_(q)R³⁹, —S(O)₂NHR³⁹ or —NHC(O)NHR³⁹;

R³⁷ and R³⁸ are each independently H, C₁₋₃ alkyl, —S(O)₂R³⁹,C(O)(CH₂)_(q)R³⁹, —S(O)₂NHR³⁹ or —NHC(O)NHR³⁹; and

R³⁹ is H or an optionally substituted C₁₋₃ alkyl, 3 to 8 membered arylor heteroaryl.

According to a still further embodiment of the invention, compounds ofFormula (IIe) are provided where R³¹ and R³² are each hydrogen; ring Ais phenyl; R²⁶, R²⁷ and R²⁹ are each H;

R⁴⁰ is alkyl or —C(O)NR³⁷R³⁸;

R⁴³ is H or R³⁹;

R³⁷ and R³⁸ are each independently H, C₁₋₃ alkyl, —S(O)₂R³⁹,C(O)(CH₂)_(q)R³⁹, —S(O)₂NHR³⁹ or —NHC(O)NHR³⁹; and

R³⁹ is H or an optionally substituted C₁₋₃ alkyl, 3-8 membered aryl or3-8 membered heteroaryl.

Specific embodiments of Formula (II) include the following compounds aswell as those set forth in the Examples 25-105:

-   {[4-(2-Acetylamino-2-carbamoyl-ethyl)-phenyl]-difluoro-methyl}-phosphonic    acid;-   [4-(Phosphono-difluoro-methyl)-phenyl]-acetic acid benzyl ester;-   [4-(Phosphono-difluoro-methyl)-phenyl]-acetic acid;-   4-{2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)butylcarbamoyl]-ethyl}-phenyldifluoromethylphosphonic    acid;-   4-methyl-2-nitro-phenyldifluoromethylphosphonic acid;-   2-Amino-3-[3-bromo-4-(difluoro-phosphono-methyl)-phenyl]-propionic    acid;-   [(2-Bromo-4-ethylaminomethyl-phenyl)-difluoro-methyl]-phosphonic    acid;-   {[2-Bromo-4-(4-phenyl-butylcarbamoyl)-phenyl]-difluoro-methyl}-phosphonic    acid;-   [(2-Bromo-3-methyl-phenyl)-difluoro-methyl]-phosphonic acid;-   {[4-(2-Acetylamino-ethyl)-phenyl]-difluoro-methyl}-phosphonic acid;-   [(4-Azidomethyl-2-bromo-phenyl)-difluoro-methyl]-phosphonic acid;-   {[2-Bromo-4-(2-benzoyloxy-amino-ethyl)-phenyl]-difluoro-methyl}-phosphonic    acid; and-   [(2-Bromo-4-fluoro-phenyl)-difluoro-methyl]-phosphonic acid.

Non-limiting examples of compounds of Formula IIa wherein R²⁸ when takentogether with either R²⁷ or R²⁹ form an optionally substituted C₃₋₈cycloalkyl, aryl, heterocycloalkyl or heteroaryl are shown in the Table1 below.

TABLE 1

[(6-Bromo-benzothiazol-5-yl)-difluoro-methyl]- phosphonic acid

[(5-Bromo-benzothiazol-6-yl)-difluoro-methyl]- phosphonic acid

[(2-Acetylamino-6-bromo-benzothiazol-5-yl)-difluoro- methyl]-phosphonicacid

[(2-Acetylamino-5-bromo-benzothiazol-5-yl)-difluoro- methyl]-phosphonicacid

{[1-(Acetylamino-methyl)-5-bromo-1H-indol-6-yl]-difluoro-methyl}-phosphonic acid

({1-[(2-Acetylamino-acetylamino)-methyl]-5-bromo-1H-indol-6-yl}-difluoro-methyl)-phosphonic acid

{[2-(Acetylamino-methyl)-5-bromo-benzothiazol-6-yl]-difluoro-methyl}-phosphonic acid

[(6-Bromo-1,3-dioxo-2,3-dihydro-1H-isoindol-5-yl)-difluoro-methyl]-phosphonic acid

The compounds of the present invention, by inhibiting PTP1B, improveinsulin-sensitivity and thus have utility in preventing or treating Type1 and Type 2 diabetes, improving glucose tolerance andinsulin-sensitivity when there is insulin-resistance, and in treating orpreventing obesity, all in mammals that are in need of such treatmentsor that might benefit from such treatments.

The compounds of the present invention may also be useful in thetreatment, prevention or control of a number of conditions thataccompany type 2 diabetes, including hyperlipidemia,hypertriglyceridemia, hypercholesterolemia (including beneficiallyraising low HDL levels), atherosclerosis, vascular restenosis,pancreatitis, adipose cell tumors, adipose cell carcinomas such asliposarcoma, dyslipidemia, inflammatory bowel disease, inflammation ingeneral, and other disorders where insulin resistance is a component.Finally, the compounds may be used to treat or prevent cancer, such asprostate cancer, neurodegenerative diseases and the like.

Dosage levels on the order of from about 0.01 mg to about 100 mg/kg ofbody weight per day are useful in the treatment of the above-indicatedconditions, or alternatively about 0.5 mg to about 7 g per patient perday. For example, the diseases and conditions described herein may beeffectively treated by the administration of from about 0.01 to 50 mg ofthe compound per kilogram of body weight per day, or alternatively about0.5 mg to about 3.5 g per patient per day.

A compound of the invention is typically combined with the carrier toproduce a dosage form suitable for the particular patient being treatedand the particular mode of administration. For example, a formulationintended for the oral administration to humans may contain from about0.5 mg to about 5 g of the compound of the invention, compounded with anappropriate and convenient amount of carrier material which may varyfrom about 5 to about 95 percent of the total composition.Representative dosage forms will generally contain between from about 1mg to about 500 mg of a compound of the invention, typically 25 mg, 50mg, 100 mg, 200 mg, 300 mg, 400 mg, 500 mg, 600 mg, 800 mg, or 1000 mg.

It is understood that the specific dose level for any particular patientwill depend upon a variety of factors including the age, body weight,general health, sex, diet, time of administration, route ofadministration, rate of excretion, drug combination and the severity ofthe particular disease undergoing therapy.

The compounds of the present invention may be used in combination withone or more other pharmaceutically-active compounds, such asanti-diabetic compounds (by way of non-limiting example, insulin,sulfonyl ureas, PPAR-alpha and/or -gamma ligands, including ligands thathave both PPAR-alpha and -gamma activity) or anti-obesity compounds, andcompounds that improve the lipid profile of the patient. The compoundsmay be combined with a cholesterol biosynthesis inhibitor, particularlyan HMG-CoA reductase inhibitor, such as lovastatin, simvastatin,pravastatin, fluvastatin, atorvastatin and rivastatin, in an amounteffective to improve the lipid profile. In combination with a PTP-1Binhibitor, this may be beneficial in treating or preventingatherosclerosis and other conditions that often are associated with Type2 diabetes.

Examples of other pharmaceutically active compounds that may be combinedwith a compound of Formula (I) or Formula (II) and administered inconcurrent or sequential combination therewith may include, by way ofnon-limiting example, other anti-diabetic agents such as DPP IVinhitors, GLP 1 analogs, insulin sensitizers such as PPARγ agonists suchas the glitazones (e.g. troglitazone, pioglitazone, englitazone,MCC-555, rosiglitazone, and the like), and compounds disclosed inWO97/27857, 97/28115, 97/28137 and 97/27847; biguanides such asmetformin and phenformin; insulin or insulin mimetics; sulfonylureassuch as tolbutamide and glipizide, or related materials; α-glucosidaseinhibitors (such as acarbose); cholesterol lowering agents such asHMG-CoA reductase inhibitors (lovastatin, simvastatin and pravastatin,fluvastatin, atorvastatin, rivastatin and other statins), sequestrants(cholestyramine, colestipol and a dialkylaminoalkyl derivatives of across-linked dextran), nicotinyl alcohol, nicotinic acid or a saltthereof, PPARα agonists such as fenofibric acid derivatives(gemfibrozil, clofibrate, fenofibrate and benzafibrate), inhibitors ofcholesterol absorption such as for example β-sitosterol and acylCoA:cholesterol acyltransferase inhibitors such as for examplemelinamide, and probucol; PPARγ agonists; antiobesity compounds such asappetite suppressants, fenfluramine, dexfenfluramine, phentiramine,sulbitramine, orlistat, neuropeptide Y5 inhibitors (NP Y5 receptorantagonosts), leptin, β₃ adrenergic receptor agonists; ileal bile acidtransporter inhibitors; and insulin receptor activators, such as thosedisclosed in copending, commonly assigned U.S. application Ser. Nos.09/095,244 and 09/280,602.

Where a second pharmaceutical is used in addition to a compound of theinvention described herein, the two pharmaceuticals may be administeredtogether in a single composition, separately at approximately the sametime, or on separate dosing schedules. The important feature is thattheir dosing schedules comprise a treatment plan in which the dosingschedules overlap in time and thus are being followed concurrently.

Any suitable route of administration may be employed for providing thepatient with an effective dosage (e.g., oral, sublingual, rectal,intravenous, epidural, intrethecal, subcutaneous, transcutaneous,intramuscular, intraperitoneal, intracutaneous, inhalation, transdermal,nasal spray or drop, and the like). While it is possible that, for usein therapy, compounds of the present invention may be administered asthe pure chemicals without carriers, excipients and the like, as byinhalation of a fine powder via an insufflator, it is preferable topresent the active ingredient as a pharmaceutical formulation. Theinvention thus further provides a pharmaceutical formulation comprisinga compound of the present invention, together with one or morepharmaceutically acceptable carriers therefor and, optionally, othertherapeutic and/or prophylactic ingredients. The carrier(s) must beacceptable in the sense of being compatible with the other ingredientsof the formulation and not deleterious to the recipient thereof, such asa human patient or domestic animal.

Pharmaceutical formulations include those suitable for oral orparenteral (including intramuscular, subcutaneous and intravenous)administration. Forms suitable for parenteral administration alsoinclude forms suitable for administration by inhalation or insufflationor for nasal, or topical (including buccal, rectal, vaginal andsublingual) administration. The formulations may, where appropriate, beconveniently presented in discrete unit dosage forms and may be preparedby any of the methods well known in the art of pharmacy. Such methodsinclude the step of bringing into association a compound of theinvention with liquid carriers, solid matrices, semi-solid carriers,finely divided solid carriers or combinations thereof, and then, ifnecessary, shaping the product into the desired delivery system.

Pharmaceutical formulations suitable for oral administration may bepresented as discrete unit dosage forms such as hard or soft gelatincapsules, cachets or tablets each containing a predetermined amount ofthe active ingredient; as a powder or asganules; as a solution, asuspension or as an emulsion; or in a chewable base such as a syntheticresin or chicle for ingestion of the agent from a chewing gum. Acompound of Formula I or Formula II may also be presented as a bolus,electuary or paste. Tablets and capsules for oral administration maycontain conventional excipients such as binding agents, fillers,lubricants, disintegrants, or wetting agents. The tablets may be coatedaccording to methods well known in the art, i.e., with enteric coatings.

Oral liquid preparations may be in the form of, for example, aqueous oroily suspensions, solutions, emulsions, syrups or elixirs, or may bepresented as a dry product for constitution with water or other suitablevehicle before use. Such liquid preparations may contain conventionaladditives such as suspending agents, emulsifying agents, non-aqueousvehicles (which may include edible oils), or preservatives.

The compounds according to the invention may also be formulated forparenteral administration (e.g., by injection, for example, bolusinjection or continuous infusion) and may be presented in unit dose formin ampules, pre-filled syringes, small volume infusion containers or inmulti-dose containers with an added preservative. The compositions maytake such forms as suspensions, solutions, or emulsions in oily oraqueous vehicles, and may contain formulatory agents such as suspending,stabilizing and/or dispersing agents. Alternatively, a compound of theinvention as shown in Formula I or Formula II may be in powder form,obtained by aseptic isolation of sterile solid or by lyophilization fromsolution, for constitution with a suitable vehicle, e.g., sterile,pyrogen-free water, before use.

For topical administration to the epidermis, the compounds may beformulated as ointments, creams or lotions, or as the active ingredientof a transdermal patch. Suitable transdermal delivery systems aredisclosed, for example, in A. Fisher et al. (U.S. Pat. No. 4,788,603),or R. Bawa et al. (U.S. Pat. Nos. 4,931,279; 4,668,506 and 4,713,224).Ointments and creams may, for example, be formulated with an aqueous oroily base with the addition of suitable thickening and/or gellingagents. Lotions may be formulated with an aqueous or oily base and willin general also contain one or more emulsifying agents, stabilizingagents, dispersing agents, suspending agents, thickening agents, orcoloring agents.

Formulations suitable for topical administration in the mouth includeunit dosage forms such as lozenges comprising active ingredient in aflavored base, usually sucrose and acacia or tragacanth; pastillescomprising the active ingredient in an inert base such as gelatin andglycerin or sucrose and acacia; mucoadherent gels, and mouthwashescomprising a compound of the invention in a suitable liquid carrier.

When desired, the above-described formulations can be adapted to givesustained release of the active ingredient employed, e.g., bycombination with certain hydrophilic polymer matrices, e.g., comprisingnatural gels, synthetic polymer gels or mixtures thereof. The polymermatrix can be coated onto, or used to form, a medical prosthesis, suchas a stent, valve, shunt, gaft, or the like.

Pharmaceutical formulations suitable for rectal administration whereinthe carrier is a solid are most preferably presented as unit dosesuppositories. Suitable carriers include cocoa butter and othermaterials commonly used in the art, and the suppositories may beconveniently formed by admixture of a compound of the invention with thesoftened or melted carrier(s) followed by chilling and shaping in molds.

Formulations suitable for vaginal administration may be presented aspessaries, tampons, creams, gels, pastes, foams or sprays containing, inaddition to a compound of the invention, such carriers as are known inthe art to be appropriate.

For administration by inhalation, the compounds according to theinvention are conveniently delivered from an insufflator, nebulizer or apressurized pack or other convenient means of delivering an aerosolspray. Pressurized packs may comprise a suitable propellant such asdichlorodifluoromethane, trichlorofluoromethane,dichlorotetrafluoroethane, carbon dioxide or other suitable gas. In thecase of a pressurized aerosol, the dosage unit may be determined byproviding a valve to deliver a metered amount.

Alternatively, for administration by inhalation or insufflation, thecompounds according to the invention may take the form of a dry powdercomposition, for example, a powder mix of the compound and a suitablepowder base such as lactose or starch. The powder composition may bepresented in unit dosage form in, for example, capsules or cartridgesor, e.g., gelatin or blister packs from which the powder may beadministered with the aid of an inhalator or insufflator.

For intra-nasal administration, the compounds of the invention may beadministered via a liquid spray, such as via a plastic bottle atomizer.Typical of these are the Mistometer® (Wintrop) and the Medihaler®(Riker).

For topical administration to the eye, the compounds can be administeredas drops, gels (U.S. Pat. No. 4,255,415), gums (see U.S. Pat. No.4,136,177) or via a prolonged-release ocular insert.

The invention will now be described in greater detail by reference tothe following non-limiting examples.

EXAMPLES

All starting materials described in the Examples below are commerciallyavailable or readily synthesized by those skilled in the art.

Example 1 Synthesis of Compound 1(2S)-{4-[2-(5-Dimethylamino-1-naphthyl)sulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonicAcid

To a suspension of Cd metal (15.2 g, 0.135 mole) in DMF (125 mL, driedover 4 Å molecular sieves for 24 hours) was added diethylbromodifluoromethylphosphonate (21.7 mL, 0.122 mole) and glacial aceticacid (1.6 mL). Within 4 minutes an exotherm started and lasted for 20minutes. The suspension was stirred for 3 hours and allowed to stand atroom temperature for 30-40 minutes. A 100 mL aliquot of this solutionwas then added to methyl N-Boc 4-iodophenylalanine (11.0 g, 0.027 mole)followed by the addition of copper (I) chloride (10.7 g, 0.108 mole) andthe reaction was stirred vigorously for 18 hours. The remaining cadmiumreagent solution was then added to the reaction mixture and the reactionwas stirred for additional 48 hours. Ether (Et₂O, 1000 mL) was added andthe reaction mixture was filtered through Celite®. The Celite® waswashed with additional volume of ether (300 mL) and the combined etherlayer was washed with saturated aqueous ammonium chloride (NH₄Cl, 300mL), saturated aqueous sodium bicarbonate (NaHCO₃, 300 mL), water (500mL) then dried over magnesium sulfate (MgSO₄). Filtration and solventevaporation provided 19 g of crude product. Flash chromatography onsilica gel using 30-45% ethyl acetate/hexanes followed by drying of theproduct under high vacuum with occasional warming with a heat gunafforded 5.8 g of >95% pure(2S)-{4-[2-tert-butoxycarbonylamino-2-(methoxycarbonyl)-ethyl]-phenyl}difluoromethyl-phosphonicacid diethyl ester. To this material, (1.0 g, 0.0021 mole) in THF (25mL) at 0° C., was added 0.2N LiOH (21.0 mL, 0.0042 mole) and thereaction was stirred at 0° C. for 45 minutes. The reaction mixture waspoured into a separatory funnel that contained 0.2N HCl/EtOAc (300 mLeach). The EtOAc layer was separated and the aqueous layer was washedwith EtOAc (100 mL). The combined EtOAc layer was dried over MgSO₄,filtered and the solvent evaporated to leave 0.94 g of product upondrying under high vacuum. To this material, (0.94 g, 0.0021 mole) in DMF(15 mL) at room temperature, were added hydroxybenzotriazole (HOBt, 0.35g, 0.0023 mole), phenbutylamine (0.36 mL, 0.0023 mole), EDC (0.44 g,0.0023 mole) and DIEA (1.0 mL, 0.0059 mole) and the solution was stirredat room temperature for 20 hours EtOAc (150 mL) and 1N HCl (70 mL) wereadded and the EtOAc layer was washed with saturated NaHCO₃ (70 mL), H₂O(70 mL), brine (70 mL), dried over MgSO₄, filtered and evaporated. Flashchromatography on silica gel using 25% ethyl acetate/hexanes affordedsubstantially purified(2S)-{4-[2-tert-butoxycarbonylamino-2-(4-phenylbutyl-carbamoyl)-ethyl]-phenyl}difluoromethylphosphonicacid diethyl ester (1.16 g).

To the diethyl ester obtained, (0.55 g, 0.00094 mole) in CH₂Cl₂ (9.5 mL)at room temperature, was added TFA (0.5 mL). The reaction was stirredfor 1 hour followed by addition of more TFA (0.5 mL) and the reactionstirred for two more hours. The solvents were removed on the rotavap andthe residue dried under high vacuum for 15 hours to afford the product(0.54 g). This material, (0.05 g, 0.000084 mole) was dissolved inTHF/saturated NaHCO₃ (0.5 mL each) at room temperature, dansyl chloride(0.024 g, 0.000088 mole) was added, and the reaction was vigorouslystirred for 2 hours during which time a suspension formed. H₂O (4 mL)was added and the aqueous layer was extracted with EtOAc (10 mL). TheEtOAc layer was washed with brine (4 mL), dried over MgSO₄, filtered andevaporated. Flash chromatography on silica gel using 10% MeOH/CHCl₃afforded the product contaminated with some dansyl chloride. Thismaterial was taken up in 10% MeOH/CHCl₃ (5 mL) and treated with an amineresin (PS—NH₂ 200, 1.86 mmol/g, 100 mg) for 10 minutes and the solventremoved on the rotavap. This process was repeated three times. The resinwas taken up in 10% MeOH/CHCl₃ (5 mL) and filtered through Celite®followed by solvent evaporation and drying under high vacuum produced(2S)-{4-[2-(5-dimethylamino-1-naphthyl)sulfonylamino-2-(4-phenyl-butylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonicacid diethyl ester (26 mg).

The 2S isomer of Compound 1 was prepared by subjecting the(2S)-{4-[2-(5-dimethylamino-1-naphthyl)sulfonylamino-2-(4-phenyl-butylcarbamoyl)-ethyl]-phenyl}difluoromethyl-phosphonicacid diethyl ester to the procedure of Example 2D below.

MS (ion spray): m/z 660.3 (M+H).

Example 2 Synthesis of Compound 2(2RS)-{4-[2-Benzenesulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-2-bromo-phenyl}difluoromethylphosphonicAcid

A. The cadmium reagent was generated as in Example 1 using Cd metal (8.5g, 0.075 mole), diethyl bromodifluoromethylphosphonate (18 g, 0.068mole) and AcOH (1.0 mL) in DMF (80 mL). A 40 mL aliquot of this solutionwas added to CuCl (6.72 g, 0.068 mole) followed after 2 minutes by theaddition of 3-bromo-4-iodotoluene (5.0 g, 0.017 mole). The reactionsuspension was stirred for 28 hours, then more cadmium reagent solution(30 mL) was added and the reaction stirred an additional 4 days. Ether(700 mL) was added and the solution was filtered through Celite®. TheCelite® cake was washed with additional ether (300 mL) and the combinedether layer was washed with saturated ammonium chloride (500 mL) andwater (500 mL) then dried over magnesium sulfate. Filtration and solventevaporation left behind 8.5 g of crude product. Flash chromatography onsilica gel using 30% ethyl acetate/hexanes afforded 4.4 g of(2-bromo-4-methyl-phenyl)difluoromethylphosphonic acid diethyl ester. Tothe diethyl ester material obtained, (1.8 g, 0.005 mole) in carbontetrachloride (CCl₄, 30 mL), were added AIBN (0.033 g, 0.0002 mole) andN-bromosuccinimide (NBS, 0.89 g, 0.005 mole). The reaction was heated atreflux for 2 hours (a thin white suspension formed). The reaction wasallowed to reach room temperature and the solvent was removed undervacuum. The residue was taken up in ethyl acetate (EtOAc, 120 mL) andwashed with saturated NaHCO₃ (60 mL) and brine (60 mL) then dried overMgSO₄. Filtration and solvent evaporation afforded 2.1 g of crudeproduct. Flash chromatography on silica gel using 20-30% ethylacetate/hexanes afforded 1.11 g of(2-bromo-4-bromomethyl-phenyl)-difluoro-methylphosphonic acid diethylester.

B. To a solution of tert-butyl diphenyliminoglycine (0.14 g, 0.00048mole), the (2-bromo-4-bromomethylphenyl)difluoromethylphosphonic aciddiethyl ester obtained above (0.21 g, 0.00048 mole) and tetrabutylammonium hydrogensulfate (0.16 g, 0.00048 mole) in dichloromethane(CH₂Cl₂, 1.8 mL), at room temperature was added a 10% NaOH solution (1.2mL) and the reaction was vigorously stirred for 7 hours. The reactionwas diluted with CH₂Cl₂ (6 mL) and the CH₂Cl₂ layer was concentrated.The residue was taken up in Et₂O (15 mL) and washed with H₂O (5 mL),brine (5 mL) and dried for 5 minutes over MgSO₄. Filtration and solventevaporation resulted in 0.25 g of product. Flash chromatography onsilica gel using 20% ethyl acetate/hexanes afforded(2RS)-{4-[2-benzhydrylideneamino-2-(tert-butoxycarbonyl)-ethyl]-2-bromophenyl}-difluoromethylphosphonicacid diethyl ester (0.17 g). To this material (0.23 g, 0.00035 mole) inTHF (3 mL) at room temperature, was added 1N HCl (10 mL) and thereaction was stirred at room temperature for 2 hours. The aqueous layerwas washed with Et₂O (3×10 mL) and concentrated under vacuum, followedby drying under high vacuum for 20 hours to give 0.122 g ofintermediate. This intermediate compound was used in the next stepwithout further purification. To the intermediate material (0.12 g,0.00026 mole) in Et₂O (0.8 mL), at −5° C. were added 1N NaOH (0.8 mL),water (0.8 mL) and benzenesulfonyl chloride (PhSO₂Cl, 0.037 mL, 0.00029mole) and the reaction was stirred for 1 hour. More PhSO₂Cl (0.037 mL,0.00029 mole) was added and the reaction stirred an additional 3 hoursthen allowed to reach room temperature over 2 hours. The aqueous layerwas extracted with Et₂O (3×4 mL), acidified with 1N HCl (1 mL), andextracted with Et₂O (3×3 mL). The combined Et₂O layer (from both washes)was evaporated and the residue was treated with MeOH (5 mL) andpolystyrene amine resin (PS—NH₂ 200, 120 mg) shaken on rotovap for 5minutes. The solvent was evaporated, MeOH (5 mL) was added, and thesolution filtered through a cotton plug. Solvent evaporation and dryingunder high vacuum overnight afforded about 0.142 g of sulfonamide acidmaterial.

C. To the sulfonamide acid obtained above (0.11 g, 0.00019 mole) in DMF(2.3 mL) at room temperature, were added HOBt (0.032 g, 0.00021 mole),phenbutyl amine (0.033 mL, 0.00021 mole), EDC (0.04 g, 0.00021 mole) andDIEA (0.1 mL, 0.00057 mole) and the reaction was stirred overnight.EtOAc (15 mL) and 1N HCl (6 mL) were added and the EtOAc layer waswashed with saturated NaHCO₃ (6 mL), H₂O (6 mL), and brine (6 mL), thendried over MgSO₄. Filtration and solvent evaporation followed by flashchromatography on silica gel using 60% ethyl acetate/hexanes affordedthe pure(2RS)-{4-[2-benzenesulfonylamino-2-(4-phenylbutyl-carbamoyl)-ethyl]-2-bromo-phenyl}difluoromethylphosphonicacid diethyl ester (0.028 g).

D. To this phenbutyl amide compound (0.028 g) in CH₂Cl₂ (0.5 mL) at roomtemperature, was added trimethylsilyl bromide (0.1 mL) and the reactionwas stirred at room temperature overnight. The CH₂Cl₂ was removed andthe residue was taken up in CH₂Cl₂ (1 mL) and the solvent removed again.The residue was dried under high vacuum for 40 minutes then dissolved inCH₂Cl₂ (0.5 mL) and treated with H₂O (0.5 mL) and the resultant reactionwas stirred for 1 hour. CH₂Cl₂ was removed on the rotavap and theaqueous solution was transferred to a vial with the aid of H₂O, frozenand lyophilized to give the pure Compound 2 (0.025 g). MS (ion spray):m/z 643.3/645.2 (M−H); 645.2/647.1 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ8.12 (d, 1H, J=9.2 Hz) 7.89 (t, 1H, J=5.2 Hz), 7.53 (m, 2H), 7.48 (m,3H), 7.37 (m, 2H), 7.26 (m, 2H), 7.17 (m, 4H), 3.91 (m, 1H), 2.81 (m,3H), 2.65 (m, 1H), 2.49 (m, 2H), 1.43 (m, 2H), 1.22 (m, 2H).

Example 3 Synthesis of Compound 3(2RS)-(4-{2-Benzenesulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)-butylcarbamoyl]ethyl}-2-bromophenyl)difluoromethylphosphonicAcid Diethyl Ester, and(2RS)-(4-{2-Benzenesulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)-butylcarbamoyl]ethyl}-2-bromophenyl)difluoromethylphosphonicAcid

(2RS)-(4-{2-Benzenesulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)butylcarbamoyl]ethyl}-2-bromophenyl)difluoromethylphosphonicacid diethyl ester (Compound 3A) was prepared from the sulfonamide acidobtained in Example 2B following a procedure similar to Example 2Cexcept that 2-(4-amino-butoxy)-6-hydroxybenzoic acid methyl ester wasused instead of phenbutylamine. The 2-(4-amino-butoxy)-6-hydroxy-benzoicacid methyl ester was prepared by taking a solution of2,6-dihydroxymethylbenzoate (1.0 g, 5.95 mmol), 1.5 equivalents N-Bocaminobutanol and 1.5 equivalents of triphenylphosphine (2.34 g, 8.93mmol) in 40 mL of CH₂Cl₂ and adding 1.5 equivalents of DIAD (1.80 g,8.93 mmol). Stirring continued for 1.5 hours at room temperature.Evaporation to dryness followed by column chromatography (30%EtOAc/hexanes) gave2-(4-tert-butoxycarbonylamino-butoxy)-6-hydroxy-benzoic acid methylester. This compound was cooled to 0° C. in an ice/brine bath. HCl gaswas bubbled into the solution for 2 minutes and stirring was continuedfor 1 hour. Evaporation to dryness followed by precipitation with etherand filtration gave 2-(4-aminobutoxy)-6-hydroxybenzoic acid methyl esteras the HCl salt. Compound 3 was prepared from Compound 3A following theprocedures in Example 2D. MS (ion spray): m/z 733.4/735.4 (M−H). ¹H NMR:(DMSO-d₆, 400 MHz) δ 9.91 (br s, 1H), 8.15 (d, 1H, J=9.2 Hz), 7.94 (brs, 1H), 7.55 (d, 2H, J=8.0 Hz), 7.46 (m, 5H), 7.21 (d, 1H, J=8.0 Hz),7.15 (t, 1H, J=8.0 Hz), 6.47 (m, 2H), 3.95 (m, 1H), 3.85 (m, 2H), 3.72(s, 3H), 2.85 (m, 3H), 2.65 (m, 1H), 1.49 (m, 2H), 1.35 (m, 2H).

Example 4 Synthesis of Compound 4(2S)-{4-[2-Benzyloxycarbonylamino-2-(carboxy)-ethyl]-phenyl}difluoromethyl-phosphonicAcid Diethyl Ester

A slurry of L-4-Iodo-Phe (5.0 g, 17.2 mmol) in 100 mL of MeOH was cooledto 0 degrees in an ice/brine bath. HCl gas was bubbled into the mixturefor 5 minutes at which time the starting material dissolved. The mixturewas allowed to warm to room temperature and stirring was continued for16 hours. Evaporation to dryness followed by precipitation with etherand filtration gave 4.62 g (79%) of L-4′-Iodo-Phe-OMe,(2S)-2-amino-3-(4-iodophenyl)-propionic acid methyl ester as the HClsalt. To 4.0 g (11.7 mmol) of the obtained propionic acid methyl esterHCl salt, in 250 mL of THF/H₂O (1:1) was added 2.0 equivalents of Na₂CO₃followed by 1.01 equivalents of Z-OSu (2.94 g, 11.8 mmol). The mixturewas stirred at room temperature for 4 hours followed by extraction with2×200 mL of EtOAc. The combined organic layers were dried over Na₂SO₄and evaporated. Column chromatography (20% EtOAc/hexanes) gave 3.89 g(76%) of Cbz-L-4′-Iodo-Phe-OMe, (2S)-2-amino-3-(4-iodophenyl)-propionicacid methyl ester.(2S)-{4-[2-Benzyloxycarbonylamino-2-(methoxycarbonyl)ethyl]phenyl}difluoromethyl-phosphonicacid diethyl ester was prepared from the previously obtainedCbz-L-4′-Iodo-Phe-OMe, (2S)-2-Amino-3-(4-iodophenyl)-propionic acidmethyl ester following the procedure used to make the(2-bromo-4-methyl-phenyl)difluoro-methylphosphonic acid diethyl ester inExample 2.

To 3.92 g (7.85 mmol) of the(2S)-{4-[2-benzyloxycarbonylamino-2-(methoxy-carbonyl)-ethyl]-phenyl}-difluoromethylphosphonicacid diethyl ester obtained above, in 50 mL of THF at 0° C. was added 2equivalents of LiOH (0.66 g, 15.7 mmol) in 50 mL of H₂O Stirring wascontinued for 15 minutes at which time TLC indicated absence of startingmaterial. The mixture was poured into 250 mL of EtOAc and 150 mL of 1NHCl. The aqueous layer was then extracted with an additional 100 mL ofEtOAc. The combined organic layers were dried over Na₂SO₄ andevaporated. Column chromatography (1-5% MeOH/CH₂Cl₂) gave 3.5 g (92%) ofCompound 4. ¹H NMR: (DMSO-d₆, 400 MHz) δ 12.77 (s, 1H), 7.70 (d, 1H),7.45 (d, 2H), 7.40 (d, 2H), 7.34-7.20 (m, 5H), 4.94 (m, 2H), 4.20 (m,1H), 4.08 (m, 4H), 3.12 (dd, 1H), 2.89 (dd, 1H). 1.18 (t, 6H).

Example 5 Synthesis of Compound 5(2S)-{4-[2-Benzyloxycarbonylamino-2-(3-phenylpropylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonicAcid

(2S)-{4-[2-Benzyloxycarbonylamino-2-(3-phenylpropylcarbamoyl)-ethyl]-phenyl}-difluoromethylphosphonicacid diethyl ester was prepared from Compound 4 and phenpropylaminefollowing procedure C in Example 2. Compound 5 was prepared from theresultant material following the procedure described in Example 2D. MS(ion spray): m/z 547.3 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.04 (t, 1H),7.51 (d, 1H), 7.42 (d, 2H), 7.33-7.13 (m, 12H), 4.93 (m, 2H), 3.05 (m,2H), 2.95 (dd, 1H), 2.79 (dd, 1H), 2.53 (t, 2H), 1.66 (m, 2H).

Example 6 Synthesis of Compound 6(2S)-{4-[2-Phenylsulfonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoro-methylphosphonicAcid

A solution of 200 mg of(2S)-{4-[2-Benzyloxycarbonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}-difluoromethylphosphonicacid diethyl ester (prepared from Compound 4 and phenbutylaminefollowing procedure C in Example 2) was degassed with a stream ofnitrogen gas for 2 minutes with stirring. Five percent Pd/C (40 mg) wasadded and a vacuum was applied for 1 minute until bubbling occurred. Aballoon of hydrogen gas was applied and stirring continued for 30minutes at which time TLC indicated absence of starting material. Themixture was filtered over a bed of Celite® and evaporated to dryness.The amine product was dissolved in 5 mL of THF. Five mL of saturatedNaHCO₃ was added followed by 1 equivalent of benzene sulfonyl chloridewith stirring. The reaction was poured into 25 mL of EtOAc and 25 mL ofH₂O. The aqueous layer was then extracted with an additional 25 mL ofEtOAc. The organic layers were combined, dried over Na₂SO₄ andevaporated. Column chromatography (3% MeOH/CH₂Cl₂) gave 121 mg (60%) of(2S)-{4-[2-phenylsulfonylamino-2-(4-phenyl-butylcarbamoyl)ethyl]-phenyl}difluoromethylphosphonicacid diethyl ester. Compound 6 was prepared from this material followingthe procedure described in Example 2. MS (ion spray): m/z 567.4 (M+H).¹H NMR: (DMSO-d₆, 400 MHz) δ 8.08 (d, 1H), 7.86 (t, 1H), 7.57 (d, 2H),7.49 (t, 1H), 7.41-7.35 (m, 4H), 7.29-7.25 (m, 4H), 7.17-7.14 (m, 3H),3.93 (m, 1H), 2.84-2.74 (m, 3H), 2.66 (dd, 1H), 2.49 (m, 2H), 1.40 (m,2H), 1.17 (m, 2H).

Example 7 Synthesis of Compound 7(2S)-{4-[2-Benzyloxycarbonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonicAcid

(2S)-{4-[2-Benzyloxycarbonylamino-2-(4-phenylbutylcarbamoyl)-ethyl]-phenyl}-difluoromethylphosphonicacid diethyl ester was prepared from Compound 4 and phenbutylaminefollowing procedure C in Example 2D. Compound 7 was then prepared fromthis material by following the procedure described in Example 2D. MS(ion spray): m/z 561.4 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.98 (t, 1H),7.48 (d, 1H), 7.39 (m, 4H), 7.32-7.12 (m, 10H), 4.92 (s, 2H), 4.17 (m,1H), 3.05 (m, 2H), 2.93 (dd, 1H), 2.77 (dd, 1H), 2.52 (t, 2H), 1.52 (m,2H), 1.37 (m, 2H).

Example 8 Synthesis of Compound 8(2S)-(4-{2-Benzyloxycarbonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)-butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

(2S)-(4-{2-Benzyloxycarbonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)-butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicacid diethyl ester was prepared from Compound 4 and2-(4-amino-butoxy)-6-hydroxy-benzoic acid methyl ester followingprocedures in Example 2C. Compound 8 was prepared from the(2S)-(4-{2-benzyloxycarbonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)-butyl-carbamoyl]-ethyl}-phenyl)difluoromethylphosphonicacid diethyl ester following the procedure described in Example 2D. MS(ion spray): m/z 651.3 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.02 (t, 1H),7.51 (d, 1H), 7.41 (d, 2H), 7.35-7.24 (m, 7H), 7.14 (t, 1H), 6.46 (m,2H), 4.94, (s, 2H), 4.20 (m, 1H), 3.92 (t, 2H), 3.71 (s, 3H), 3.09 (m,3H), 2.80 (dd, 1H), 1.57 (m, 2H), 1.48 (m, 2H).

Example 9 Synthesis of Compound 9(2S)-(4-{2-Phenylsulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

(2S)-(4-{2-Phenylsulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)-butyl-carbamoyl]-ethyl}-phenyl)difluoromethylphosphonicacid diethyl ester was prepared following the procedure in Example 6using(2S)-(4-{2-benzyloxycarbonyl-amino-2-[4-(2-methoxycarbonyl-3-hydroxyphenoxy)butylcarbamoyl]-ethyl}-phenyl)-difluoro-methylphosphonicacid diethyl ester as the starting material. This material was used toprepare Compound 9 following the procedure described in Example 2D. MS(ion spray): m/z 657.3 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 9.92 (s, 1H),8.11 (d, 1H), 7.90 (t, 1H), 7.57 (d, 2H), 7.49 (t, 1H), 7.43-7.36 (m,4H), 7.20 (d, 2H), 7.15 (t, 1H), 6.46 (d, 2H), 4.05 (m, 4H), 3.93 (m,1H), 3.84 (t, 2H), 3.71 (s, 3H), 2.86-2.76 (m, 3H), 2.69 (dd, 1H), 1.43(m, 2H), 1.28 (m, 2H).

Example 10 Synthesis of Compound 10(2S)-(4-{2-Methylsulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxyphenoxy)butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

(2S)-(4-{2-Methylsulfonylamino-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)-butyl-carbamoyl]-ethyl}-phenyl)difluoromethylphosphonicacid diethyl ester was prepared following the procedure in Example 6using(2S)-(4-{2-benzyloxycarbonyl-amino-2-[4-(2-methoxycarbonyl-3-hydroxyphenoxy)butylcarbamoyl]-ethyl}-phenyl)-difluoromethyl-phosphonicacid diethyl ester and methanesulfonyl chloride as the startingmaterials, then treated as in Example 2D to yield Compound 10. ¹H NMR:(DMSO-d₆, 400 MHz) δ 8.13 (t, 1H), 7.57 (d, 1H), 7.45 (d, 2H), 7.36 (d,2H), 7.14 (t, 1H), 6.46 (m, 2H), 4.02 (m, 1H), 3.92 (t, 2H), 3.71 (s,3H), 3.08 (m, 2H), 2.95 (dd, 1H), 2.79 (dd, 1H), 2.55 (s, 3H), 1.57 (m,2H), 1.46 (m, 2H).

Example 11 Synthesis of Compound 11(2S)-{4-[2-Benzyloxycarbonylamino-2-(3-phenoxy-propylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonicAcid

A. A solution of Compound 4 (470 mg, 0.97 mmol) and NHS (138 mg, 1.2mmol) in 5 mL of CH₂Cl₂ was treated with 225 mg (1.2 mmol) of EDC. After20 minutes, the reaction mixture was charged with 96 μL of3-amino-1-propanol (1.2 mmol) and 372 μL of DIEA (2.1 mmol). Afterstirring for 3 days, the solution was diluted with CH₂Cl₂ and quenchedwith 1M aqueous HCl. The phases were partitioned, and the organic layerwas further washed with water. The organic solution was then dried(Na₂SO₄), decanted and concentrated. Chromatography over silica gelusing 5% methanolic CH₂Cl₂ afforded 285 mg of(2S)-{4-[2-benzyloxycarbonylamino-2-(3-hydroxypropylcarbamoyl)-ethyl]-phenyl}-difluoromethylphosphonicacid diethyl ester. (54%).

B. A solution of this material (282 mg, 0.52 mmol) and phenol (51 mg,0.54 mmol) in 20 mL of THF was cooled to 0° C. and treated with 110 μLof DIAD (0.57 mmol). After stirring for 20 hours, the reaction mixturewas concentrated under vacuum and dissolved into 25 mL of EtOAc andwashed sequentially with 5% aqueous NaHCO₃ (2×25 mL) and brine (1×25mL). After drying over Na₂SO₄, the solution was decanted andconcentrated to 583 mg. Chromatography over silica gel using 50-100%EtOAc in hexanes afforded 50 mg of(2S)-{4-[2-benzyloxycarbonylamino-2-(3-phenoxy-propylcarbamoyl)ethyl]phenyl}difluoromethylphosphonicacid diethyl ester (15%).

C. A solution of this material (49 mg, 79 μmol) in CH₂Cl₂ was treatedwith 500 μL of bromotrimethylsilane. The solution was stirred overnight,and then concentrated to dryness under vacuum and dissolved in CH₂Cl₂and re-concentrated under vacuum to afford solids. The solids werestored under vacuum for 4 hours, and then treated with 3 mL benzene, 2mL of distilled water and 38 mg (0.47 mmol) of NaHCO₃. The resultantwhite slurry was stirred for 15 minutes before allowing to settle andpartition. The aqueous was washed with 3 mL benzene, frozen and thenlyophilyzed to dryness, reconstituted with 15 mL distilled water,refrozen and lyophilyzed again. Further purification by HPLC resulted in15.7 mg of Compound 11 (35%). MS (ion spray): m/z 563.3 (M+H), 561.3(M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.06 (dd, 1H), 7.49 (d, 1H), 7.36(d, 2H) 7.18-7.30 (m, 9H), 6.83-6.86 (m, 3H), 4.88 (s, 2H), 4.11-4.17(m, 1H), 3.85-3.88 (m, 2H), 3.13-3.20 (m, 2H), 2.91-2.94 (m, 2H)2.70-2.78 (m, 1H), 1.77-1.78 (m, 2H).

Example 12 Synthesis of Compound 12(2S)-(4-{2-Benzyloxycarbonylamino-2-[4-(2-methoxycarbonyl-3-methyl-phenoxy)butyl-carbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

(2S)-(4-{2-Benzyloxycarbonylamino-2-[4-(2-methoxycarbonyl-3-methyl-phenoxy)-butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicacid diethyl ester was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that2-(4-amino-butoxy)-6-methyl-benzoic acid methyl ester was employed asthe coupling partner. Chromatography over silica gel using 2% methanolicCH₂Cl₂ afforded the product (23%). Compound 12 was prepared by startingwith the product of the previous procedure and then following thedeprotection procedure of Example 11C, yielding 57 mg. This material wasfurther purified by HPLC, resulting in 7.4 mg of Compound 12 (8%). MS(ion spray): m/z 649.3 (M+H), 647.3 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ8.03 (dd, 1H), 7.52 (d, 1H), 7.23-7.42 (m, 10H), 6.88 (s, 1H), 6.80 (s,1H), 4.93 (s, 2H), 4.17-4.23 (m, 1H), 3.94 (dd, 2H), 3.76 (s, 3H),3.03-3.10 (m, 2H), 2.90-2.98 (m, 1H), 2.15 (s, 3H), 1.57-1.60 (m, 2H),1.43-1.49 (m, 2H), 1.22 (s, 3H).

Example 13 Synthesis of Compound 13(2S)-(4-{2-Benzyloxycarbonylamino-2-[3-(4-methoxy-phenoxy)propylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

Compound 13 was prepared from Compound 4 generally following thecoupling procedure of Example 11A, with the exception that3-(4-methoxy-phenoxy)-propylamine was employed as the coupling partner,and dicyclohexylcarbodiimide as the coupling agent. Chromatography oversilica gel using 30% EtOAc in hexanes, followed by 1 to 3% methanolicCH₂Cl₂ afforded 103 mg of(2S)-(4-{2-benzyloxycarbonylamino-2-[3-(4-methoxy-phenoxy)propylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicacid di-ethyl ester (78%). This material was then converted to Compound13 following the deprotection procedures of Example 11C, followed bypurification by HPLC, yielding 29 mg of product (31%). MS (ion spray):m/z 593.3 (M+H), 591.4 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.10 (dd,1H), 7.52 (d, 1H), 7.23-7.42 (m, 9H), 6.82 (s, 4H), 4.93 (s, 2H),4.18-4.20 (m, 1H), 3.85 (dd, 2H), 3.66 (s, 3H), 3.18-3.35 (m, 2H),2.94-2.98 (m, 1H), 2.78-2.82 (m, 1H), 1.75-1.79 (m, 2H).

Example 14 Synthesis of Compound 14(2S)-(4-{2-Benzyloxycarbonylamino-2-[3-(4-chloro-phenoxy)propylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

Compound 14 was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that3-(4-chlorophenoxy)-propylamine was employed as the coupling partner,and 0.5M HOAt in DMF was substituted for NHS. Multiple chromatographiesover silica gel using 2% methanolic CH₂Cl₂ and 50-100% EtOAc in hexanesafforded(2S)-(4-{2-benzyloxycarbonylamino-2-[3-(4-chloro-phenoxy)propyl-carbamoyl]ethyl}phenyl)difluoromethylphosphonicacid diethyl ester (10%). This material was then converted to Compound14 following the deprotection procedure of Example 11C, followed bypurification by HPLC, yielding 6.9 mg of Compound 14 (45%). MS (ionspray): m/z 597.2 (M+H), 595.4 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.10(dd, 1H), 7.52 (d, 1H), 7.23-7.42 (m, 9H), 6.90 (d, 2H), 4.93 (s, 2H),4.18-4.20 (m, 1H), 3.85 (dd, 2H), 3.18-3.35 (m, 2H), 2.94-2.98 (m, 1H),2.78-2.82 (m, 1H), 1.75-1.79 (m, 2H).

Example 15 Synthesis of Compound 15(2S)-{4-[2-Benzyloxycarbonylamino-2-(4-phenoxy-butylcarbamoyl)-ethyl]-phenyl}-difluoromethylphosphonicAcid Diethyl Ester

Compound 15 was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that 4-phenoxy-butylaminewas employed as the coupling partner, and HOBt in DMF was substitutedfor NHS. Chromatography over silica gel using 1-2% methanolic CH₂Cl₂afforded(2S)-{4-[2-benzyloxycarbonylamino-2-(4-phenoxy-butyl-carbamoyl)-ethyl]-phenyl}-difluoromethylphosphonicacid diethyl ester (38%). This material was then converted into Compound15 following the deprotection procedure of Example 11C, followed bypurification by HPLC, yielding 7.3 mg of Compound 15 (15%). MS (ionspray): m/z 577.2 (M+H), 575.2 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.03(dd, 1H), 7.52 (d, 1H), 7.23-7.42 (m, 10H), 6.87-6.90 (m, 3H), 4.93 (s,2H), 4.17-4.20 (m, 1H), 3.92 (dd, 2H), 3.10 (ddd, 2H), 2.97 (ddd, 1H),2.78 (ddd, 1H), 1.63-1.67 (m, 2H), 1.49-1.54 (m, 2H), 1.22 (s, 1H).

Example 16 Synthesis of Compound 16(2S)-(4-{2-Benzyloxycarbonylamino-2-[4-(3-hydroxy-phenoxy)-butylcarbamoyl]-ethyl}-phenyl)-difluoromethylphosphonicAcid

Compound 16 was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that3-(4-amino-butoxy)-phenol was employed as the coupling partner, and HOBTin DMF was substituted for NHS. Chromatography over silica gel using1-4% methanolic CH₂Cl₂ afforded the intermediate(2S)-(4-{2-benzyl-oxycarbonylamino-2-[4-(3-hydroxy-phenoxy)-butylcarbamoyl]-ethyl}-phenyl)-difluoro-methylphosphonicacid diethyl ester (52%). This material was then converted into Compound16 following the deprotection procedure of Example 11C, yielding 47 mgof product (57%). MS (ion spray): m/z 593.2 (M+H), 591.2 (M−H). ¹H NMR:(DMSO-d₆, 400 MHz) δ 8.03 (dd, 1H), 7.50 (d, 1H), 7.24-7.42 (m, 10H),7.01 (dd, 1H), 6.30-6.34 (m, 3H), 4.94 (s, 2H), 4.16-4.24 (m, 2H), 3.86(dd, 2H), 3.06-3.15 (m, 2H), 2.94-3.00 (m, 1H), 2.80 (dd, 1H), 1.60-1.68(m, 2H), 1.46-1.54 (m, 2H).

Example 17 Synthesis of Compound 17(2S)-(4-{2-Benzyloxycarbonylamino-2-[4-(2-methoxycarbonylphenoxy)butyl-carbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

Compound 17 was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that2-(4-amino-butoxy)-benzoic acid methyl ester was employed as thecoupling partner, and diisopropylcarbodiimide as the coupling agent.Multiple chromatographies over silica gel using 2.5-5% methanolicCH₂Cl₂, then 50-100% EtOAc in hexanes afforded the intermediate compound(2S)-(4-{2-benzyloxycarbonyl-amino-2-[4-(2-methoxycarbonylphenoxy)butylcarbamoyl]-ethyl}-phenyl)-difluoro-methylphosphonicacid diethyl ester (63%). This material was then converted into Compound17 following the deprotection procedure of Example 11C, followed bypurification by HPLC yielding 23.1 mg of Compound 17 (16%). MS (ionspray): m/z 635.2 (M+H), 633.3 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.04(dd, 1H), 7.60 (dd, 1H), 7.46-7.54 (m, 2H), 7.21-7.43 (m, 9H), 7.10 (d,1H), 6.98 (dd, 1H), 4.93 (s, 2H), 4.18-4.24 (m, 1H), 4.00 (dd, 2H), 3.75(s, 3H), 3.08-3.16 (m, 2H), 2.94-3.00 (m 2H), 2.76-2.84 (m, 1H),1.60-1.70 (m, 2H), 1.50-1.60 (m, 2H).

Example 18 Synthesis of Compound 18(2S)-(4-{2-Benzyloxycarbonylamino-2-[3-(4-acetyl-2-nitro-phenoxy)-propylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

Compound 18 was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that1-[4-(3-amino-propoxy)-3-nitro-phenyl]-ethanone was employed as thecoupling partner. Chromatography over silica gel using 1 to 4%methanolic CH₂Cl₂ afforded 47 mg of the intermediate compound(2S)-(4-{2-benzyloxy-carbonylamino-2-[3-(4-acetyl-2-nitrophenoxy)-propylcarbamoyl]-ethyl}-phenyl)difluoro-methylphosphonicacid diethyl ester (32%). This material was then converted into Compound18 following the deprotection procedure of Example 11C, followed bypurification by HPLC yielding 23.1 mg of Compound 18 (69%).

Example 19 Synthesis of Compound 19(2S)-(4-{2-Benzyloxycarbonylamino-2-[3-(4-methyl-phenoxy)-propylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

Compound 19 was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that3-p-tolyloxy-propylamine was employed as the coupling partner and 0.5MHOAt in DMF was substituted for NHS. Multiple chromatographies oversilica gel using 1 to 4% methanolic CH₂Cl₂ and 50% EtOAc in hexanesafforded 37 mg of the intermediate compound(2S)-(4-{2-benzyloxy-carbonylamino-2-[3-(4-methyl-phenoxy)-propylcarbamoyl]-ethyl}-phenyl)-difluoro-methylphosphonicacid diethyl ester (29%). This material was then converted into Compound19 following the deprotection procedure of Example 11C, followed bypurification by HPLC yielding 17 mg of Compound 19 (46%). MS (ionspray): m/z 577.3 (M+H), 575.4 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.10(s, 1H), 7.52 (d, 1H), 7.23-7.44 (m, 8H), 7.04 (d, 2H), 6.78 (d, 2H),4.93 (s, 2H), 4.20 (br m, 1H), 3.88 (br m, 2H), 3.15-3.24 (m, 2H),2.92-3.00 (m, 2H), 2.75-2.84 (m, 1H), 2.20 (s, 3H).

Example 20 Synthesis of Compound 20(2S)-(4-{2-Benzyloxycarbonylamino-2-[3-(3,4-dichloro-phenoxy)-propylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

Compound 20 was prepared from Compound 4 following the couplingprocedure of Example 11A, with the exception that3-(3,4-dichloro-phenoxy)-propylamine was employed as the couplingpartner and 0.5M HOAt in DMF was substituted for NHS. Chromatographyover silica gel using 20 to 50% EtOAc in CH₂Cl₂ afforded 14 mg of theintermediate compound(2S)-(4-{2-benzyloxycarbonylamino-2-[3-(3,4-dichloro-phenoxy)-propyl-carbamoyl]-ethyl}-phenyl)difluoromethylphosphonicacid diethyl ester (13%). This material was then converted into Compound20 following the deprotection procedure of Example 11C, yielding 3 mg ofproduct (24%). MS (ion spray): m/z 631.1 (M+H), 629.4 (M−H), 631.4(M+2−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.10 (dd, 1H), 7.16-7.58 (m, 12H),6.90 (dd, 1H), 4.92 (s, 2H), 4.18-4.20 (m, 1H), 3.85 (dd, 2H), 3.18-3.35(m, 2H), 2.94-2.98 (m, 1H), 2.78-2.82 (m, 1H), 1.75-1.79 (m, 2H).

Example 21 Synthesis of Compound 21(4-{2-[4-(2-Methoxycarbonyl-3-hydroxy-phenoxy)butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

(4-Methoxycarbonylethylphenyl)difluoromethylphosphonic acid diethylester was prepared from 3-(4-iodophenyl)-propionic acid methyl esterfollowing the procedure of Example 1, yielding 53% of product. Asolution of this compound (675 mg, 1.93 mmol) in 10 mL of 1:1 water:THF(v:v) was cooled to 0° C. LiOH.H₂O (178 mg, 4.24 mmol) was added and thereaction stirred for 30 minutes. The reaction was quenched with aqueousNH₄Cl and adjusted to pH=4 using 1M HCl. The crude product was extractedinto EtOAc, dried and concentrated to 385 mg. Purification via silicachromatography (2.5% methanolic CH₂Cl₂) yielded 160 mg of(4-carboxyethyl-phenyl)difluoromethylphosphonic acid diethyl ester(25%). This diethyl ester was coupled to2-(4-amino-butoxy)-6-hydroxy-benzoic acid methyl ester following theprocedure of Example 11A, with the exception thatdicyclohexylcarbodiimide was employed as the coupling agent. Multiplechromatographies over silica gel using methanolic CH₂Cl₂ afforded 157 mgof the intermediate compound(4-{2-[4-(2-methoxycarbonyl-3-hydroxyphenoxy)butylcarbamoyl]ethyl}phenyl)difluoromethyl-phosphonicacid diethyl ester (61%). The intermediate compound was then convertedinto Compound 21 following the procedures of Example 11C, yielding 31 mgof Compound 21 (34%). ¹H NMR: (DMSO-d₆, 400 MHz) δ 9.90 (s, 1H), 7.84(dd, 1H), 7.42 (d, 2H), 7.29 (d, 2H), 7.30 (dd, 1H), 6.45-6.48 (m, 2H),3.90 (dd, 2H), 3.71 (s, 3H), 3.05, (dd, 2H), 2.84 (dd, 2H), 2.37 (dd,2H), 1.50-1.62 (m, 2H), 1.40-1.50 (m, 2H).

Example 22 Synthesis of Compound 22(2S)-(4-{2-(4-Dodecylphenylsulfonylamino)-2-[4-(2-methoxycarbonyl-3-hydroxy-phenoxy)butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonicAcid

A. A solution of(2S)-(4-{2-benzyloxycarbonylamino-2-[4-(2-methoxycarbonyl-3-hydroxyphenoxy)butylcarbamoyl]ethyl}phenyl)difluoromethylphosphonicacid diethyl ester (produced in Example 8) (250 mg, 0.35 mmol) in 25 mLmethanol was degassed, blanketed with nitrogen, cooled and charged with50 mg 5% Pd on carbon. The atmosphere was exchanged with H₂, and thereaction stirred at 20° C. for 1 hour. The atmosphere was exchanged withnitrogen and the solution filtered over a plug of Celite®. The Celite®plug was sequentially rinsed with methanol, and the resulting solutionwas the concentrated to dryness in vacuo, yielding 207 mg of the freeamine.

B. The free amine was dissolved in 10 mL of THF and treated with 135 mgof 4-dodecyl-benzenesulfonyl chloride and 0.35 mL of 1M K₂CO₃. Thereaction was stirred overnight, and then quenched with aqueous ammoniumchloride. After adjusting to pH=4 using 1M HCl, the product wasextracted into EtOAc, dried and concentrated to 294 mg of product.Purification through multiple silica chromatographies using methanolicCH₂Cl₂ and EtOAc in CH₂Cl₂ yielded 57 mg of the diethyl phosphonate.

C. Deprotection of the phosphate esters was accomplished following theprocedure of Example 11C to generate 19 mg of product. HPLC purificationof this material yielded 4 mg of Compound 22 (1.4%). MS (ion spray): m/z825.4 (M+H), 823.5 (M−H).

Example 23 Synthesis of Compound 23(2S)-{4-[2-Phenylsulfonylamino-2-(4-phenoxybutylcarbamoyl)-ethyl]-phenyl}-difluoromethylphosphonicAcid

The(2S)-{4-[2-benzyloxycarbonylamino-2-(4-phenoxybutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonicacid diethyl ester produced in Example 15 was deprotected usingprocedure A of Example 22. The resultant amine (87 mg, 175 μmol),without further purification, was dissolved in 4 mL of CH₂Cl₂ andtreated with 60 μL of pyridine (369 μmol) and 54 μL of benzenesulfonylchloride (420 μmol). After stirring for 18 hours, the reaction wasdiluted with 20 mL of CH₂Cl₂ and sequentially washed with 20 mL of 1MHCl and 20 mL of water. The organic solution was dried (Na₂SO₄) andconcentrated to 137 mg. Chromatography over silica gel using 2%methanolic CH₂Cl₂ yielded 78 mg of the intermediate compound(2S)-{4-[2-phenylsulfonylamino-2-(4-phenoxybutylcarbamoyl)-ethyl]-phenyl}difluoromethylphosphonicacid diethyl ester (70%). This intermediate compound was converted toCompound 23 following the procedures of Example 11C, yielding 70 mg.Further purification by HPLC yielded 2 mg of substantially purifiedCompound 23. MS (ion spray): m/z 583.1 (M+H), 581.2 (M−H)

¹H NMR: (DMSO-d₆, 400 MHz) δ 8.10 (d, 1H), 7.91 (dd, 1H), 7.58 (dd, 2H),7.20-7.50 (m, 9H), 6.88-6.92 (m, 3H), 3.96 (ddd, 1H), 3.86 (dd, 2H),2.80-2.86 (m, 3H), 2.68 (dd, 1H), 1.46-1.54 (m, 2H), 1.27-1.35 (m, 2H).

Example 24 Synthesis of Compound 24(2S)-(4-{2-Phenylsulfonylamino-2-[4-(2-methoxycarbonyl-phenoxy)butylcarbamoyl]-ethyl}-phenyl)difluoromethylphosphonic Acid

The intermediate compound(2S)-(4-{2-phenylsulfonylamino-2-[4-(2-methoxy-carbonylphenoxy)butylcarbamoyl]ethyl}phenyl)difluoromethylphosphonicacid diethyl ester was obtained from(2S)-(4-{2-benzyloxycarbonylamino-2-[4-(2-methoxycarbonyl-phenoxy)butylcarbamoyl]ethyl}phenyl)-difluoromethylphosphonicacid diethyl ester (produced in Example 17) following the procedure ofExample 23, yielding 78 mg (66%). Compound 24 was prepared from thisintermediate compound following the procedure of Example 11C, yielding76 mg of product (99%). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.92 (dd, 1H),7.56-7.63 (m, 3H), 7.40-7.52 (m, 4H), 7.37 (d, 2H), 7.11 (d, 1H), 7.06(d, 2H), 6.98 (ddd, 1H), 3.88-3.94 (3H), 3.76 (s, 3H), 2.78-2.88 (m,3H), 2.62-2.66 (m, 1H), 1.45-1.52 (m, 2H), 1.34-1.40 (m, 2H).

Example 25 Synthesis of Compound 25 (2-Bromo-4-methylphenyl)difluoromethylphosphonic Acid Diethyl Ester

To a suspension of 8.5 g Cd metal (0.075 mole), in 80 mL DMF (dried over4 Å molecular sieves for 24 hours) was added 18 g of diethylbromodifluoro-methylphosphonate (0.068 mole) and 1 mL glacial aceticacid. Within 4 minutes an exotherm started and lasted for 20 minutes.The suspension was stirred for 3 hours and allowed to stand at roomtemperature for 30-40 minutes. A 40 mL aliquot of this solution wasadded to 6.72 g of CuCl (0.068 mole) followed after 2 minutes by theaddition of 5 g of 3-bromo-4-iodotoluene (0.017 mole). The reactionsuspension was stirred for 28 hours, then more cadmium reagent solution(30 mL) was added and the reaction stirred an additional 4 days. Ether(700 mL) was added and the solution was filtered through Celite®. TheCelite® cake was washed with 300 mL of ether and the combined etherlayer was washed with 500 mL of saturated ammonium chloride and 500 mLof water, then dried over magnesium sulfate. Filtration and solventevaporation left behind 8.5 g of crude product. Flash chromatography onsilica gel using 30% ethyl acetate/hexanes afforded 4.4 g of Compound25.

Example 26 Synthesis of Compound 26(2-Bromo-4-bromomethylphenyl)difluoromethylphosphonic Acid Diethyl Ester

To 1.8 g (0.005 mole) of Compound 25 obtained from Example 25 above, in30 mL carbon tetrachloride, were added AIBN (0.033 g, 0.0002) andN-bromosuccinimide (NBS, 0.89 g, 0.005 mole). The reaction then washeated at reflux for 2 hours. The reaction was allowed to reach roomtemperature and the solvent was removed under vacuum. The residue wastaken up in 120 mL of ethyl acetate and washed with 60 mL of saturatedNaHCO₃ and 60 mL of brine, then dried over MgSO₄. Filtration and solventevaporation afforded 2.1 g of crude product. Flash chromatography onsilica gel using 20-30% ethyl acetate/hexanes yielded 1.11 g of Compound26. Compound 26 can be treated in a manner similar to the procedures ofExample 40 to yield(2-bromo-4-bromomethylphenyl)difluoromethylphosphonic acid.

Example 27 Synthesis of Compound 27[(2-Bromo-4-cyanomethylphenyl)difluoromethyl]phosphonic Acid DiethylEster

To Compound 26 (3.3 g, 0.0076 mole) in DCM (16 mL) were added H₂O (16mL), tetrabutylammonium chloride (0.16 g) and potassium cyanide (0.98 g,0.015 mole) and the reaction was stirred at room temperature for 4hours. The reaction mixture was diluted with DCM (100 mL) and washedwith H₂O (2×100 mL), 1N HCl (1×100 mL) and dried over Na₂SO₄. Flashchromatography on silica gel using 60% ethyl acetate/hexanes afforded1.50 g of Compound 27. Compound 27 can be treated in a manner similar tothe procedures of Example 40 to yield[(2-bromo-4-cyanomethylphenyl)difluoromethyl]-phosphonic acid.

Example 28 Synthesis of Compound 28{[2-Bromo-4-(2-tert-butoxycarbonylaminoethyl)phenyl]difluoromethyl}phosphonicAcid Diethyl Ester

To 1.14 g (0.003 mole) of Compound 27 in MeOH (90 ml) at 0° C., wereadded 1.32 g of Boc₂O (0.006 mole) and CoCl₂.6H₂O (0.72 g, 0.003 mole).When all of CoCl₂.6H₂O was dissolved, 0.78 g of NaBH₄ (0.021 mole) wasadded in three portions over 15 minutes; after 40 minutes at 0° C. thesolvents were evaporated. The resultant solid was taken up inEtOAc/saturated NaHCO₃ (120 mL each), filtered through Celite® and theEtOAc layer was separated and dried over Na₂SO₄. Flash chromatography onsilica gel using 2% MeOH/CHCl₃ afforded 0.95 g of Compound 28.

Example 29 Synthesis of Compound 29{[4-(2-Amino-ethyl)-2-bromophenyl]difluoromethyl}phosphonic Acid DiethylEster Hydrochloride

To 0.95 g (0.002 mole) of Compound 28 was added 16 mL of a 4N HClsolution in dioxane at room temperature and the reaction was stirred for2 hours. The solvent was removed on the rotovap and the resultant oilwas dried under high vacuum for several hours to give 0.85 g of Compound29.

Example 30 Synthesis of Compound 30{[2-Bromo-4-(2-benzoyloxyaminoethyl)phenyl]difluoromethyl}phosphonicAcid Diethyl Ester

To 0.61 g (0.0014 mole) of Compound 29 in pH 10.5 buffer (8 mL) wasadded a solution of benzoyl peroxide (0.35 g, 0.0014 mole) in 8 mL ofDCM in one portion and the reaction was stirred at room temperatureovernight. After 21 hrs, the reaction was diluted with 35 mL of DCM andwas washed with saturated NaHCO₃ (10 mL). The DCM layer was dried overNa₂SO₄, filtered and evaporated to give crude product (0.66 g). Flashchromatography on silica gel using 40% ethyl acetate/hexanes yielded0.39 g of Compound 30.

Example 31 Synthesis of Compound 31{[2-Bromo-4-(2-ethylaminoethyl)phenyl]difluoromethyl}phosphonic AcidDiethyl Ester

To 0.4 N Na₂CO₃ (1 mL) at 0° C. was added a 1 M THF solution of Et3B(0.92 mL, 0.00092 mole). A solution of 0.39 g of Compound 30 (0.00077mole) in THF (1.5 mL) was added dropwise over 2 minutes and the reactionwas allowed to stir until it reached room temperature (over 1 hour) andwas stirred thereafter for 4 hours. The THF was removed on the rotovap,H₂O (5 mL) was added and the aqueous layer was extracted with DCM (2×15mL). The DCM layer was dried over Na₂SO₄, filtered and evaporated toyield Compound 31 (0.23 g).

Example 32 Synthesis of Compound 32[(4-Azidomethyl-2-bromophenyl)difluoromethyl]phosphonic Acid DiethylEster

To 2.0 g (0.0046 mole) of Compound 26 in DMSO (10 mL) was added 0.6 g ofNaN₃ (0.009 mole) at room temperature and the reaction was stirred for60 hours. The reaction was diluted with 250 mL of ether and washed with150 mL of water, and 150 mL of 1N HCl, dried over Na₂SO₄, filtered andevaporated to leave behind 0.55 g of the crude product. Flashchromatography on silica gel using 40% ethyl acetate/hexanes afforded0.31 g of Compound 32.

Example 33 Synthesis of Compound 33Methyl-[4-(phosphonodifluoromethyl)phenyl]acetic Acid Diethyl Ester

To 0.4 g of Compound 27 (0.0019 mole) in 0.22 mL of MeOH was added TMSCl(0.32 mL, 0.0025 mole) and the reaction flask was placed in an oil bathpreheated to 47° C. and stirred for 4 hours. Water (0.05 mL) and Na₂CO₃(0.12 g) were added and after 5 minutes the reaction was diluted with 15mL of DCM, dried over Na₂SO₄, filtered and evaporated to leave behind0.39 g of the crude product. Flash chromatography on silica gel using40% ethyl acetate/hexanes afforded 0.2 g of Compound 33.

Example 34 Synthesis of Compound 343-Bromo-4-[(diethoxyphosphoryl)difluoromethyl)acetic Acid

To 0.08 g of Compound 33 (0.00019 mole) in THF/H₂O (1.0 mL each) at 0°C. was added LiOH.H₂O (0.0085 g, 0.0002 mole) and the reaction wasstirred for 100 minutes. The reaction mixture was added to a biphase of0.2N HCl/EtOAc (20 mL each) and the EtOAc layer was separated, driedover Na₂SO₄, filtered and evaporated resulting in Compound 34.

Example 35 Synthesis of Compound 353-Bromo-4-[(diethoxyphosphoryl)difluoromethyl)benzoic Acid

To 1.0 g (0.0023 mole) of Compound 26 in 10 mL of DMSO was added NaNO₂(0.49 g, 0.0071 mole) followed by 1.3 mL of acetic acid. The reactionwas stirred at room temperature for 1 hour and then at 30° C. for 1hour. The reaction was diluted with Et₂O (120 mL) and washed with 75 mLof 1N HCl, dried over Na₂SO₄, filtered and evaporated to leave behind1.0 g of crude product. Flash chromatography on silica gel using 4%MeOH/CHCl₃ afforded 0.15 g of Compound 35 and 0.04 g of[(2-bromo-4-hydroxymethylphenyl)difluoromethyl]phosphonic acid diethylester.

Example 36 Synthesis of Compound 36{[4-(2-Benzoylaminoethyl)-2-bromophenyl]difluoromethyl}phosphonic AcidDiethyl Ester

To Compound 29 (0.1 g, 0.00024 mole) in 1.5 mL of DCM were added DIEA(0.045 mL, 0.00026 mole), pyridine (0.021 mL, 0.00026 mole) and benzoylchloride (0.031 mL, 0.00026 mole) and the reaction was stirred at roomtemperature for 5 hours. DCM (8 mL) was added and washed with 8 mL of 1NHCl, saturated NaHCO₃ (8 mL), 8 mL of brine, then dried over Na₂SO₄,filtered and then evaporated. Flash chromatography on silica gel using2% MeOH/CHCl₃ afforded 0.083 g of Compound 36.

Alternatively, Compound 29 was dissolved in DMF (0.2M) and treated withHOBt.H₂O (1 equiv), carboxylic acid (1 equiv), EDC (1 equiv) and DIEA (3equiv) and stirred at room temperature overnight. Workup is the same asin Example 39 below.

Example 37 Synthesis of Compound 37{[4-(Benzoylaminomethyl)-2-bromophenyl]difluoromethyl}phosphonic AcidDiethyl Ester

To Compound 32 (0.033 g, 0.000083 mole) in 1 mL of THF was addedtriphenylphosphine (0.023 g, 0.000084 mole) and the reaction was stirredat room temperature for 4 hours. Benzoyl chloride (0.01 mL, 0.000083mole) was added and the reaction was stirred overnight. To the resultantsuspension was added 0.02 mL of H₂O and the reaction was stirred anadditional 3.5 hours. THF was removed on the rotovap and the residue wastaken up in 8 mL of EA and washed with 1N HCl (5 mL), saturated NaHCO₃(5 mL), dried over Na₂SO₄, and then filtered and evaporated. PreparativeTLC purification using 40% EtOAc/DCM afforded 0.014 g of Compound 37.

Example 38 Synthesis of Compound 38[(2-Bromo-4-piperidin-1-ylmethylphenyl)difluoromethyl]phosphonic AcidDiethyl Ester

To 0.1 g (0.00023 mole) of Compound 26 in DMF (1.0 mL) at roomtemperature were added 0.04 mL of DIEA (0.00023 mole) and 0.024 mL ofpiperidine (0.00024 mole) and the reaction was stirred for 40 minutes.DCM (10 mL) was added and the solution was washed with saturated NaHCO₃(10 mL), brine (10 mL), then dried over Na₂SO₄, and then was filteredand evaporated. Flash chromatography on silica gel using 2% MeOH/CHCl₃afforded 0.078 g of Compound 38.

Example 39 Synthesis of Compound 39{[2-Bromo-4-(phenethylcarbamoyl-methyl)phenyl]difluoromethyl}phosphonicAcid Diethyl Ester

To 0.11 g of Compound 34 (0.00027 mole) in 2 mL of DMF at roomtemperature were added HOBt.H₂O (0.042 g, 0.00027 mole), phenethyl amine(0.035 mL, 0.00027 mole), EDC (0.053 g, 0.00027 mole) and DIEA (0.14 mL,0.00081 mole); and the reaction was stirred for 17 hours. The reactionthen was diluted with 30 mL of EtOAc and washed with 1N HCl (30 mL),saturated NaHCO₃ (30 mL), brine (30 mL), then dried over Na₂SO₄, andthen was filtered and evaporated. Flash chromatography on silica gelusing 6% MeOH/CHCl₃ afforded 0.077 g of Compound 39.

Example 40 Synthesis of Compound 40[(2-Bromo-4-methylphenyl)difluoromethyl]phosphonic Acid

To 0.036 g (0.0001 mole) of Compound 25 in 0.5 mL of CH₂Cl₂ at roomtemperature, was added trimethylsilyl bromide (0.13 mL); and thereaction was stirred at room temperature overnight. The CH₂Cl₂ wasremoved and the residue was taken up in 1 mL of CH₂Cl₂ and the solventremoved again. The residue was dried under high vacuum for 40 minutesthen dissolved in CH₂Cl₂ (1.0 mL) and treated with H₂O (1.0 mL) and theresultant reaction was stirred for 1 hour. CH₂Cl₂ was removed on therotavap and the aqueous solution was transferred to a vial with the aidof H₂O/CH₃CN, frozen and lyophilized to give 0.030 g of Compound 40.

Example 41 Synthesis of Compound 41[(2-Bromo-4-((2-tertbutoxycarbamoylhydrazino)methyl)phenyl)difluoromethyl]phosphonicAcid Diethyl Ester

To Compound 26 (0.2 g, 0.00046 mole) in THF (5 mL) at room temperaturewas added tert-butyl carbazate (0.5 g, 0.0038 mole) and the reaction wasstirred for 65 hours. The solvent was removed to give crude product.Flash chromatography on silica gel using 35% EtOAc/DCM afforded 0.2 g ofpure Compound 41.

Example 42 Synthesis of Compound 42[(2-Bromo-4-hydrazinomethylphenyl)difluoromethyl]phosphonic Acid

Compound 41 (0.05 g) was treated in a manner similar to Example 40 aboveto provide 0.04 g of the product Compound 42. MS (ion spray): m/z330.95/332.92 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.72 (s, 1H) 7.59 (d,1H, J=8.0 Hz), 7.45 (d, 1H, J=8.0 Hz), 4.02 (s, 2H).

Example 43 Synthesis of Compound 43({2-Bromo-4-[3-(4-phenylbutyl)-1-aminoureidomethyl]phenyl}difluoromethyl)phosphonicAcid

Compound 41 (0.21 g, 0.00043 mole) in THF (2 mL) was treated with CDI(0.07 g, 0.00043 mole) and catalytic DMAP (few crystals) and thereaction was stirred at room temperature for 24 hours. Phenbutyl amine(0.068 mL, 0.00043 mole) was added and the reaction was stirred for 20hours. The THF was removed and the residue was taken up in 20 mL ofEtOAc and washed with 1N HCl (20 mL), brine (20 mL), dried over Na₂SO₄,filtered and evaporated. Flash chromatography on silica gel using 30%EtOAc/DCM afforded 0.145 g of Boc-protected product. This product wastreated in a manner similar to Example 40 to give 0.015 g of Compound43. MS (ion spray): m/z 504.03/506.01 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz)δ 7.65 (d, 1H, J=8.0 Hz) 7.52 (s, 1H), 7.26 (m, 3H), 7.17 (m, 3H), 6.94(br s, 1H) 4.57 (s, 2H), 3.08 (m, 2H), 2.57 (m, 2H), 1.55 (m, 2H), 1.44(m, 2H).

Example 44 Synthesis of Compound 44[(2-Bromo-4-(benzenesulfonylhydrazonomethyl)phenyl)difluoromethyl]phosphonicAcid

To 0.33 g (0.00075 mole) of Compound 26 in 3 mL of acetonitrile at roomtemperature was added 0.16 g (0.0009 mole) of benzenesulfonyl hydrazideand the reaction was heated at reflux for 7 hours. The solvent wasremoved on the rotovap and the residue dried under high vacuum. Flashchromatography on silica gel using 50% EtOAc/hexanes afforded 0.1 g of[(2-bromo-4-(benzenesulfonylhydrazonomethyl)-phenyl)difluoromethyl]phosphonicacid diethyl ester. This material was treated in a manner similar toExample 40 to give 0.045 g of Compound 44. MS (ion spray): m/z467.15/469.19 (M−H).

Example 45 Synthesis of Compound 45[(2-Bromo-4-cyanomethylphenyl)difluoromethyl]phosphonic Acid

Compound 27 (0.026 g, 0.000068 mole) was treated in a manner similar toExample 40 above to give 0.02 g of Compound 45. MS (ion spray): m/z325.85/326.95 (M+H), 347.89/349.93 (M+Na).

Example 46 Synthesis of Compound 46{[4-(2-Benzenesulfonylaminoethyl)-2-bromophenyl]difluoromethyl}phosphonicAcid

The free base of Compound 29 (0.08 g, 0.00021 mole) in 1 mL of DCM atroom temperature was treated with 4-methylmorpholine (0.046 mL, 0.00042mole) and benzenesulfonyl chloride (0.026 mL, 0.00021 mole) and thereaction was stirred for 6 hours. The solvent was removed and theresidue was taken up in 10 mL of EtOAc and washed with 10 mL of 1N HCldried over Na₂SO₄, filtered and evaporated. Flash chromatography onsilica gel using 60% EtOAc/hexanes afforded 0.02 g of{[4-(2-benzenesulfonylaminoethyl)-2-bromophenyl]difluoromethyl}phosphonicacid diethyl ester. This intermediate was treated in a manner similar toExample 40 above to give the desired product Compound 46. MS (ionspray): m/z 468.01/469.99 (M−H).

Example 47 Synthesis of Compound 47{[4-(2-Acetylaminoethyl)-2-bromophenyl]difluoromethyl}phosphonic Acid

Compound 29 was treated as in Example 36 except that the benzoylchloride was substituted with acetic anhydride to give the desiredintermediate{[4-(2-acetylamino-ethyl)-2-bromophenyl]difluoromethyl}phosphonic aciddiethyl ester. This intermediate was treated in a manner similar toExample 40 to give Compound 47. MS (ion spray): m/z 370.2/372.17 (M−H).¹H NMR: (DMSO-d₆, 400 MHz) δ 7.91 (t, 1H, J=5.6 Hz) 7.55 (s, 1H), 7.52(d, 1H, J=8.4 Hz), 7.30 (d, 1H, J=8.4 Hz), 3.25 (m, 2H), 2.7 (t, 2H,J=7.2 Hz), 1.76 (s, 3H).

Example 48 Synthesis of Compound 48{[4-(2-Benzoylaminoethyl)-2-bromophenyl]difluoromethyl}phosphonic Acid

Compound 36 was treated in a manner similar to Example 40 to giveCompound 48. MS (ion spray): m/z 432.14/434.12 (M−H). ¹H NMR: (DMSO-d₆,400 MHz) δ 8.57 (t, 1H, J=5.6 Hz), 7.79 (m, 2H) 7.60 (s, 1H), 7.46 (m,4H), 7.35 (d, 1H, J=8.4 Hz), 3.5 (m, 2H), 2.87 (t, 2H, J=7.6 Hz).

Example 49 Synthesis of Compound 49{[2-Bromo-4-(2-phenylacetylaminoethyl)phenyl]difluoromethyl}phosphonicAcid

Compound 29 was treated in a manner similar to Example 36 except thatbenzoyl chloride was substituted with phenylacetyl chloride to give theintermediate{[2-bromo-4-(2-phenylacetylaminoethyl)phenyl]difluoromethyl}phosphonicacid diethyl ester which was treated in a manner similar to Example 40above to give Compound 49. MS (ion spray): m/z 446.02/448.00 (M−H). ¹HNMR: (DMSO-d₆, 400 MHz) δ 8.11 (t, 1H, J=5.6 Hz), 7.55 (s, 1H) 7.50 (d,1H, J=8.4 Hz), 7.27 (m, 3H), 7.21 (m, 3H), 3.36 (s, 2H), 3.29 (m, 2H),2.73 (t, 2H, J=7.2 Hz).

Example 50 Synthesis of Compound 50({2-Bromo-4-[2-(3-phenylpropionylamino)ethyl]phenyl}difluoromethyl)phosphonicAcid

Compound 29 was treated in a manner similar to Example 40 except thatbenzoyl chloride was substituted with hydrocinnamoyl chloride to give({2-bromo-4-[2-(3-phenylpropionylamino)ethyl]phenyl}difluoromethyl)phosphonicacid diethyl ester which was then treated in a manner similar to Example40 above to give Compound 50.

MS (ion spray): m/z 459.98/461.95 (M−H).

Example 51 Synthesis of Compound 51({2-Bromo-4-[2-(4-phenylbutyrylamino)ethyl]phenyl}difluoromethyl)phosphonicAcid

Compound 29 was coupled following the alternate procedure of Example 36above, to 4-phenylbutyric acid to give({2-bromo-4-[2-(4-phenylbutyrylamino)ethyl]phenyl}difluoromethyl)phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 51. MS (ion spray): m/z 473.94/476.04 (M−H)

Example 52 Synthesis of Compound 52({2-Bromo-4-[2-(5-phenylpentanoylamino)ethyl]phenyl}difluoromethyl)phosphonicAcid

Compound 29 was coupled, following the alternate procedure of Example36, to 5-phenylvaleric acid to give({2-bromo-4-[2-(5-phenylpentanoylamino)ethyl]phenyl}difluoromethyl)phosphonicacid diethyl ester which was treated in a manner similar to Example 40above to give Compound 52. MS (ion spray): m/z 488.09/490.07 (M−H). ¹HNMR: (DMSO-d₆, 400 MHz) δ 7.87 (t, 1H, J=5.6 Hz), 7.53 (s, 1H) 7.51 (d,1H, J=8.0 Hz), 7.27 (m, 3H), 7.16 (m, 3H), 3.27 (m, 2H), 2.71 (t, 2H,J=7.2 Hz), 2.54 (t, 2H, J=7.2 Hz), 2.04 (t, 2H, J=7.2 Hz), 1.48 (m, 4H).

Example 53 Synthesis of Compound 53({2-Bromo-4-[2-(4-1H-indol-3-yl-butyrylamino)ethyl]phenyl}difluoromethyl)phosphonicAcid

The free base of Compound 29 was coupled, following the alternateprocedure of Example 36, to indole-3-butyric acid to give({2-bromo-4-[2-(4-1H-indol-3-yl-butyrylamino)ethyl]phenyl}difluoromethyl)phosphonicacid diethyl ester which was then treated in a manner similar to Example40 to give Compound 53. MS (ion spray): m/z 514.93/516.91 (M+H). ¹H NMR:(DMSO-d₆, 400 MHz) δ 10.73 (s, 1H), 7.89 (t, 1H, J=5.6 Hz), 7.53 (m, 3H)7.31 (d, 2H, J=8.0 Hz), 7.05 (m, 2H), 6.94 (m, 1H), 3.27 (m, 2H), 2.73(t, 2H, J=7.2 Hz), 2.64 (t, 2H, J=7.2 Hz), 2.1 (t, 2H, J=7.2 Hz), 1.84(m, 2H).

Example 54 Synthesis of Compound 54[(2-Bromo-4-{2-[(2-phenylcyclopropanecarbonyl)amino]ethyl}phenyl)difluoromethyl]phosphonicAcid

The free base of Compound 29 was coupled, following the alternateprocedure of Example 36, to trans-2-phenylcyclopropane-1-carboxylic acidto give[(2-bromo-4-{2-[(2-phenylcyclopropanecarbonyl)amino]ethyl}phenyl)difluoromethyl]phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 54. MS (ion spray): m/z 472.03/474.00 (M−H).

Example 55 Synthesis of Compound 55({4-[2-(Acetylethylamino)ethyl]-2-bromophenyl}difluoromethyl)phosphonicAcid

Compound 31 was treated as in Example 36 except that benzoyl chloridewas substituted with acetic anhydride to give({4-[2-(acetylethylamino)ethyl]-2-bromophenyl}difluoromethyl)phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 55. MS (ion spray): m/z 397.97/399.94 (M−H).

Example 56 Synthesis of Compound 56({2-Bromo-4-[2-(ethyl-(2-phenylacetyl)amino)ethyl]phenyl}difluoromethyl)phosphonicAcid

Compound 31 was treated as in Example 36 except that benzoyl chloridewas substituted with phenylacetyl chloride to give({2-bromo-4-[2-(ethyl-(2-phenylacetyl)amino)ethyl]phenyl}difluoromethyl)phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 56. MS (ion spray): m/z 474.21/476.18 (M−H). ¹H NMR:(CD₃OD, 400 MHz) 1:1 mixture of cis and trans amide bond isomers δ 8.04(t, 1H, J=8.4 Hz), 7.45-7.09 (m, 7H), 3.75 (s, 1H), 3.65 (s, 1H),3.55-3.41 (m, 4H), 2.82 (t, 1H, J=7.6 Hz), 2.68 (t, 1H, J=8.0 Hz), 1.14(t, 1.5H, J=7.2 Hz), 1.04 (t, 1.5H, J=7.2 Hz).

Example 57 Synthesis of Compound 57[(2-Bromo-4-{2-[ethyl-(3-phenylpropionyl)amino]ethyl}phenyl)difluoromethyl]phosphonicAcid

Compound 31 was treated in a similar manner as described in thealternate procedure of Example 36 except that benzoyl chloride wassubstituted with hydrocinnamic acid to give[(2-bromo-4-{2-[ethyl-(3-phenylpropionyl)amino]ethyl}phenyl)difluoromethyl]phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 57. MS (ion spray): m/z 488.03/490.00 (M−H).

Example 58 Synthesis of Compound 58[(2-Bromo-4-{2-[ethyl-(2-phenylcyclopropanecarbonyl)amino]ethyl}phenyl)difluoromethyl]phosphonicAcid

Compound 31 was treated in a similar manner as described in thealternate procedure of Example 36 except that benzoyl chloride wassubstituted with trans-2-phenylcyclopropane-1-carboxylic acid to give[(2-bromo-4-{2-[ethyl-(2-phenylcyclopropanecarbonyl)amino]ethyl}phenyl)difluoromethyl]phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 58. MS (ion spray): m/z 500.08/502.05 (M−H).

Example 59 Synthesis of Compound 59[(2-Bromo-4-hydroxymethylphenyl)difluoromethyl]phosphonic Acid

The diethyl ester compound[(2-bromo-4-hydroxymethylphenyl)difluoromethyl]phosphonic acid diethylester, obtained following Example 35, was treated in a manner similar toExample 40 to give Compound 59. MS (ion spray): m/z 315.1/317.11 (M−H).¹H NMR: (DMSO-d₆, 400 MHz) δ 7.71 (s, 1H), 7.63 (d, 1H, J=8.8 Hz), 7.46(d, 1H, J=8.4 Hz), 4.6 (s, 2H).

Example 60 Synthesis of Compound 603-Bromo-4-(phosphonodifluoromethyl)benzoic Acid

The carboxylic acid compound3-bromo-4-[(diethoxyphosphoryl)difluoromethyl)benzoic acid, obtainedfollowing Example 35, was treated in a manner similar to Example 40 togive Compound 60. MS (ion spray): m/z 328.91/330.95 (M−H).

Example 61 Synthesis of Compound 61[(2-Bromo-4-carbamoylphenyl)difluoromethyl]phosphonic Acid

To 0.15 g of 3-bromo-4-[(diethoxyphosphoryl)difluoromethyl)benzoic acidobtained following Example 35, in 1.5 mL DCM at room temperature wereadded oxalyl chloride (0.5 mL) and 1 drop of DMF and the reaction wasstirred for 90 minutes. The solvents were removed on the rotovap and theresidue was taken up in 2 mL of DCM and the solvent removed. The residuewas then dried under high vacuum for 1 hour, dissolved in THF (2 mL),cooled to 0° C. and ammonia gas was bubbled into the solution for 1minute during which time a precipitate formed. After 20 minutes, thereaction was filtered and the filtrate was evaporated to leave 0.11 g of[(2-bromo-4-carbamoylphenyl)difluoromethyl]phosphonic acid diethylester. This compound was treated in a manner similar to Example 40 togive Compound 61. MS (ion spray): m/z 328.00/330.04 (M−H).

Example 62 Synthesis of Compound 62{[2-Bromo-4-(4-phenylbutylcarbamoyl)phenyl]difluoromethyl}phosphonicAcid

The 3-bromo-4-[(diethoxyphosphoryl)difluoromethyl)benzoic acid (Compound35) was coupled to phenbutyl amine following the procedures of Example39 to give{[2-bromo-4-(4-phenylbutylcarbamoyl)phenyl]difluoromethyl}-phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 62. MS (ion spray): m/z 459.98/461.95 (M−H).

Example 63 Synthesis of Compound 63[3-Bromo-4-(phosphonodifluoromethyl)phenyl]acetic Acid Methyl Ester

Compound 33 was treated in a manner similar to Example 40 to giveCompound 63. MS (ion spray): m/z 357.07/359.04 (M−H).

Example 64 Synthesis of Compound 64[3-Bromo-4-(phosphonodifluoromethyl)phenyl]acetic Acid

Compound 34 was treated in a manner similar to Example 40 to giveCompound 64. MS (ion spray): m/z 343.01/345.02 (M−H).

Example 65 Synthesis of Compound 65{[2-Bromo-4-(phenethylcarbamoylmethyl)phenyl]difluoromethyl}phosphonicAcid

Compound 39 was treated in a manner similar to Example 40 to giveCompound 65. MS (ion spray): m/z 446.16/448.14 (M−H). ¹H NMR: (DMSO-d₆,400 MHz) δ 8.19 (t, 1H, J=5.6 Hz), 7.58 (s, 1H), 7.51 (d, 1H, J=8.0 Hz),7.27 (m, 3H), 7.17 (m, 3H), 3.42 (s, 2H), 3.27 (m, 2H), 2.70 (t, 2H,J=7.2 Hz).

Example 66 Synthesis of Compound 66{[4-(Benzoylaminomethyl)₂bromophenyl]difluoromethyl}phosphonic Acid

Compound 37 was treated in a manner similar to Example 40 to giveCompound 66. MS (ion spray): m/z 418.12/420.10 (M−H).

Example 67 Synthesis of Compound 67{[4-(Acetylamino-methyl)-2-bromophenyl]difluoromethyl}phosphonic Acid

Compound 32 was treated in a manner similar to Example 37 except thatbenzoyl chloride was substituted with acetic anhydride to give{[4-(acetylaminomethyl)-2-bromophenyl]difluoromethyl}phosphonic aciddiethyl ester which was then treated in a manner similar to Example 40to give Compound 67. MS (ion spray): m/z 356.12/358.09 (M−H).

Example 68 Synthesis of Compound 68{[4-(2-Aminoethyl)-2-bromophenyl]difluoromethyl}phosphonic Acid

Compound 29 was treated in a manner similar to Example 40 to giveCompound 68. MS (ion spray): m/z 328.02/329.99 (M−H).

Example 69 Synthesis of Compound 69{[2-Bromo-4-(2-ethylaminoethyl)phenyl]difluoromethyl}phosphonic Acid

Compound 31 was treated in a manner similar to Example 40 to giveCompound 69. MS (ion spray): m/z 355.98/357.96 (M−H).

Example 70 Synthesis of Compound 70[(4-Azidomethyl-2-bromophenyl)difluoromethyl]phosphonic Acid

Compound 32 was treated in a manner similar to Example 40 to giveCompound 70. MS (ion spray): m/z 340.05/342.09 (M−H).

Example 71 Synthesis of Compound 71[(2-Bromo-4-ethylaminomethylphenyl)difluoromethyl]phosphonic AcidHydrobromide

Compound 26 was reacted with ethyl amine in a manner similar to Example38 except no base was used and THF was used instead of DMF to give[(2-bromo-4-ethylaminomethylphenyl)difluoromethyl]phosphonic aciddiethyl ester which was then treated in a manner similar to Example 40to give Compound 71. MS (ion spray): m/z 341.93/343.94 (M−H). ¹H NMR:(DMSO-d6, 400 MHz) δ 8.82 (br s, 2H), 7.85 (s, 1H), 7.64 (d, 1H, J=8.4Hz), 7.56 (d, 1H, J=8.4 Hz), 4.15 (m, 2H), 2.97 (m, 2H), 1.19 (t, 3H,J=7.6 Hz).

Example 72 Synthesis of Compound 72[(2-Bromo-4-dimethylaminomethylphenyl)difluoromethyl]phosphonic Acidhydro-bromide

Compound 26 was reacted with dimethyl amine in a manner similar toExample 38 to give[(2-bromo-4-dimethylaminomethylphenyl)difluoromethyl]phosphonic aciddiethyl ester which was then treated in a manner similar to Example 40to give Compound 72. MS (ion spray): m/z 342.30/344.28 (M−H). ¹H NMR:(DMSO-d6, 400 MHz) δ 10.2 (br s, 1H), 7.86 (s, 1H), 7.68 (d, 1H, J=8.0Hz), 7.56 (d, 1H, J=8.0 Hz), 4.27 (s, 2H), 2.68 (s, 6H).

Example 73 Synthesis of Compound 73[(2-Bromo-4-diethylaminomethylphenyl)difluoromethyl]phosphonic AcidHydrobromide

Compound 26 was reacted with diethyl amine in a manner similar toExample 38 except no base was used and THF was used instead of DMF togive [(2-bromo-4-diethylaminomethylphenyl)difluoromethyl]phosphonic aciddiethyl ester which was then treated in a manner similar to Example 40to give Compound 73. MS (ion spray): m/z 370.00/371.97 (M−H). ¹H NMR:(CD₃OD, 400 MHz) δ 7.87 (s, 1H), 7.78 (d, 1H, J=8.4 Hz), 7.55 (d, 1H,J=8.4 Hz), 4.34 (s, 2H), 3.22 (m, 4H), 1.35 (t, 6H, J=7.6 Hz).

Example 74 Synthesis of Compound 74[(4-Azetidin-1-ylmethyl-2-bromophenyl)difluoromethyl]phosphonic AcidHydrobromide

Compound 26 was reacted with azetidine hydrochloride in a manner similarto Example 38 to give[(4-azetidin-1-ylmethyl-2-bromophenyl)difluoromethyl]phosphonic aciddiethyl ester which was then treated in a manner similar to Example 40to give Compound 74. MS (ion spray): m/z 354.11/356.09 (M−H). ¹H NMR:(DMSO-d6, 400 MHz) δ 10.08 (br s, 1H), 7.85 (s, 1H), 7.65 (d, 1H, J=8.0Hz), 7.57 (d, 1H, J=8.0 Hz), 4.40 (d, 2H, J=6.4 Hz), 4.04 (m, 4H), 2.37(m, 2H).

Example 75 Synthesis of Compound 75[(2-Bromo-4-pyrrolidin-1-ylmethylphenyl)difluoromethyl]phosphonic Acidhydro-bromide

Compound 26 was reacted with pyrrolidine in a manner similar to Example38 to give[(2-bromo-4-pyrrolidin-1-ylmethylphenyl)difluoromethyl]phosphonic aciddiethyl ester which was then treated in a manner similar to Example 40above to give Compound 75. MS (ion spray): m/z 368.23/370.21 (M−H) ¹HNMR: (DMSO-d6, 400 MHz) δ 9.97 (br s, 1H), 7.92 (s, 1H), 7.67 (d, 1H,J=8.0 Hz), 7.62 (d, 1H, J=8.0 Hz), 4.38 (d, 2H, J=5.2 Hz), 3.37 (m, 2H),3.08 (m, 2H), 2.02 (m, 2H), 1.84 (m, 2H).

Example 76 Synthesis of Compound 76{[2-Bromo-4-(2,5-dihydro-pyrrol-1-ylmethyl)phenyl]difluoromethyl}phosphonicAcid Hydrobromide

Compound 26 was reacted with pyrroline in a manner similar to Example 38to give{[2-bromo-4-(2,5-dihydro-pyrrol-1-ylmethyl)phenyl]difluoromethyl}phosphonicacid diethyl ester which was treated in a manner similar to Example 40to give Compound 76. MS (ion spray): m/z 366.23/368.21 (M−H) ¹H NMR:(DMSO-d6, 400 MHz) δ 11.5 (br s, 1H), 7.90 (s, 1H), 7.66 (m, 2H), 5.89(s, 2H), 4.43 (s, 2H), 3.98 (m, 4H).

Example 77 Synthesis of Compound 77[(2-Bromo-4-piperidin-1-ylmethylphenyl)difluoromethyl]phosphonic AcidHydrobromide

Compound 38 was treated in a manner similar to Example 40 to giveCompound 77. MS (ion spray): m/z 382.21/384.21 (M−H). ¹H NMR: (DMSO-d6,400 MHz) δ 9.70 (br s, 1H), 7.88 (s, 1H), 7.68 (d, 1H, J=8.0 Hz), 7.59(d, 1H, J=8.0 Hz), 4.28 (s, 2H), 3.28 (m, 2H), 2.85 (m, 2H), 1.77 (m,2H), 1.64 (m, 3H), 1.36 (m, 1H).

Example 78 Synthesis of Compound 78[(2-Bromo-4-morpholin-4-ylmethyl-phenyl)difluoromethyl]phosphonic Acidhydro-bromide

Compound 26 was reacted with morpholine following proceduressubstantially similar to Example 38 to give[(2-bromo-4-morpholin-4-ylmethylphenyl)difluoromethyl]phosphonic aciddiethyl ester which was then treated in a manner similar to Example 40to give Compound 78. MS (ion spray): m/z 384.21/386.30 (M−H). ¹H NMR:(DMSO-d6, 400 MHz) δ 10.30 (br s, 1H), 7.88 (s, 1H), 7.68 (d, 1H, J=8.0Hz), 7.59 (d, 1H, J=8.0 Hz), 4.33 (s, 2H), 4.00-3.60 (br m, 4H), 3.14(br m, 4H).

Example 79 Synthesis of Compound 79{[2-Bromo-4-(4-methyl-piperazin-1-ylmethyl)phenyl]difluoromethyl}phosphonicAcid Bishydrobromide

Compound 26 was reacted with 4-methylpiperazine following the proceduresof Example 38 to give{[2-bromo-4-(4-methyl-piperazin-1-ylmethyl)phenyl]difluoromethyl}phosphonicacid diethyl ester which was then treated in a manner similar to Example40 to give Compound 79. MS (ion spray): m/z 397.28/399.28 (M−H). ¹H NMR:(D20, 400 MHz) δ 7.70 (s, 1H), 7.58 (d, 1H, J=8.0 Hz), 7.42 (d, 1H,J=8.0 Hz), 4.22 (s, 2H), 3.41 (br m, 8H), 2.85 (s, 3H).

Example 80 Synthesis of Compound 80[(1-Bromo-naphthalen-2-yl)difluoromethyl]phosphonic Acid

A. To a solution of 1-bromo-2-naphtaldehyde (0.740 g, 0.001 mole) intetrahydrofuran (10 mL) was added triethylamine (0.150 mL, 0.001 mole)followed by diethylphosphite (0.330 mL, 0.002 mole). The reactionmixture was then stirred at room temperature under nitrogen gas for 18hours. The volatiles then evaporated in vacuo and further dried undervacuum. The resulting solid was triturated with ether and the solid thatseparated out was collected and dried under vacuum to get 0.935 g of[(1-bromonaphthalene-2-yl)-hydroxymethyl]phosphonic acid diethyl ester.

B. This material was added to 40 mL of acetone. 20 eq. of manganesedioxide (4.31 g, 0.05 moles) was added and the mixture was stirred atroom temperature for one hour. Another 20 eq. of manganese dioxide wasadded to it and it was stirred for another one hour. The solid manganesedioxide was filtered off on a Celite® pad and washed with hot acetone.Combined filtrates were evaporated to afford 0.6 g of crude(1-bromo-naphthalene-2-carbonyl)phosphonic acid diethyl ester. Flashchromatography on silica gel using 0-5% ethyl acetate/dichloromethanefollowed by drying of the product under high vacuum afforded 0.260 g ofintermediate.

C. To a solution of diethyl (1-bromonaphthalene-2-carbonyl)phosphonateester in dichloromethane (2 mL) was added (diethylamino)sulfurtrifluoride (1.3 mL, 0.01 mole) at 0° C. and it was allowed to come toroom temperature then stirred for another 4 hours. The reaction mixturethen was diluted with dichloromethane (50 mL) and washed with coldsaturated aqueous sodium bicarbonate (NaHCO₃, 25 mL), then dried overmagnesium sulfate (MgSO₄). Filtration and solvent evaporation provided0.260 g of product. Flash chromatography on silica gel using 0-5%EtOAc/dichloromethane followed by drying of the product under highvacuum afforded 0.120 g of diethyl[(1-bromo-naphthalene-2-yl)difluoromethylphosphonate ester. Compound 80was prepared from this corresponding diethyl ester using proceduressimilar to those of Example 40. ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.52 (d,1H, J=8.4 Hz) 8.11 (m, 2H), 7.79 (m, 3H). MS (ion spray): m/z 337.00(M+H).

Example 81 Synthesis of Compound 81(6-Bromo-benzo[1,3]dioxol-5-yl)difluoromethylphosphonic Acid

The intermediate[(6-bromo-benzo[1,3]dioxol-5-yl)hydroxymethyl]phosphonic acid diethylester was prepared from 6-bromo-benzo[1,3]dioxol-5-carbaldehydefollowing a procedure similar to Example 80A. The intermediate[(6-bromo-benzo[1,3]dioxol-5-yl)hydroxymethyl]phosphonic acid diethylester was used to prepare[(6-Bromo-benzo[1,3]dioxol-5-carbonyl)phosphonic acid diethyl esterfollowing a procedure similar to Example 80B except pyridiniumchlorochromate was used as an oxidizing agent. This resultant materialwas used to prepare[(6-bromo-benzo[1,3]dioxol-5-yl)difluoromethylphosphonic acid diethylester following a procedure similar to Example 80C. Compound 81 wasprepared from the(6-bromo-benzo[1,3]dioxol-5-yl)difluoromethylphosphonic acid diethylester following a procedure similar to Example 40. ¹H NMR: (DMSO-d₆, 400MHz) δ 7.13 (s, 1H), 7.7 (s, 1H), 6.05 (d, 1H, J=2.0 Hz). MS (ionspray): m/z 330.17 (M−H).

Example 82 Synthesis of Compound 82(2-Bromo-5-methylphenyl)difluoromethylphosphonic Acid

A. To a suspension of 2-bromo-5-methyl benzoic acid (1.0 g, 0.00465mole) in dry dichloromethane (10 mL) was added oxalylchloride (1.22 mL,0.013 mole) dropwise at 0° C. followed by 1-2 drops of N,N-dimethylformamide. The reaction mixture was then stirred for 2 hours at roomtemperature and the solvents were evaporated and the product dried undervacuum to yield 2-bromo-5-methylbenzoyl chloride which was used for thenext step. To a precooled solution of 2-bromo-5-methyl benzoyl chloridein toluene (5 mL) was slowly added a pre-cooled solution oftriethylphosphite (1.05 mL, 0.00604 mole) in toluene. The reaction wasthen left at room temperature for overnight. The solvents were thenevaporated on a rotovap. The resultant product was diluted withdichloromethane (50 mL), washed with saturated sodium bicarbonate(NaHCO₃, 25 mL), and then dried over magnesium sulfate (MgSO₄).Filtration and solvent evaporation provided 1.1 g of product. Flashchromatography on silica gel using 0%-5% ethyl acetate/dichloromethanefollowed by drying of the product under high vacuum afforded 0.900 g of(2-bromo-5-methylbenzoyl)phosphonic acid diethyl ester.

B. The material from A above was used to prepare[2-bromo-5-methylbenzoyl)difluoromethyl]phosphonic acid diethyl esterfollowing a procedure similar to Example 80C. This material was used toprepare Compound 82 following a procedure similar to Example 40. ¹H NMR:(DMSO-d₆, 400 MHz) δ 7.56 (d, 1H, J=8.4 Hz), 7.40 (s, 1H), 7.19 (d, 1H,J=8.0 Hz), 2.28 (s, 3H). MS (ion spray): m/z 300.15/301.05 (M−H).

Example 83 Synthesis of Compound 83(2-Bromo-5-hydroxyphenyl)difluoromethylphosphonic Acid

(2-Bromo-5-methoxybenzoyl)phosphonic acid diethyl ester was preparedfollowing a procedure similar to Example 82A except that2-bromo-5-methoxybenzoyl chloride was used instead of2-bromo-5-methylbenzoylchloride. This product was subjected toconditions similar to those of Example 82C to yield(2-bromo-5-methoxyphenyl)difluoromethylphosphonic acid diethyl ester. Toa solution of (2-bromo-5-methoxyphenyl)dilfluoromethylphosphonic aciddiethyl ester (0.170 g, 0.0005 moles) in dichloromethane (1 mL) wasadded boron tribromide (0.175 mL, 0.0009 moles) at 0° C. and it wasallowed to come to room temperature, then stirred for 3 hours at roomtemperature. It was then diluted with dichloromethane (50 mL), washedwith cold water, then dried over magnesium sulfate (MgSO₄). Filtrationand solvent evaporation provided 0.130 g of(2-bromo-5-hydroxyphenyl)difluoromethyl-phosphonic acid diethyl ester.This material was used to prepare Compound 83 following a proceduresimilar to Example 40. ¹H NMR: (DMSO-d₆, 400 MHz) δ 10.03 (s, 1H, OH),7.42 (d, 1H, J=8.8 Hz), 7.07 (bs, 1H), 6.76 (m, 1H). MS (ion spray):m/z.

Example 84 Synthesis of Compound 84[(4-Bromo-biphenyl-3-yl)difluoromethyl]phosphonic Acid

To a solution of the diethyl ester of Compound 83 (0.130 g, 0.000362moles) in dichloromethane (3 mL) was added pyridine (0.0148 mL, 0.00180mole) followed by trifluoromethanesulfonic anhydride (0.070 mL, 0.000416mole) at 0° C. The reaction then was stirred for one hour at 0° C. Itwas then diluted with dichloromethane (50 mL), washed with water, 0.5Naqueous sodium hydroxide, 10% aqueous citric acid, then dried overmagnesium sulfate (MgSO₄). Filtration and solvent evaporation provided0.150 g of crude product. Flash chromatography on silica gel usingdichloromethane followed by drying of the product under high vacuumafforded 0.120 g of trifluoromethane sulfonicacid-4-bromo-3-[diethoxyphosphoryl]difluoromethylphenyl ester. To asolution of this material in toluene (1 mL) was added phenylboronic acid(0.055 g, 0.000448 mole), tetrakistriphenylphosphinepalladium(0) (3 mole%) and anhydrous potassium carbonate (0.046 g, 0.000336 mole). Thereaction temperature then was raised to and maintained at 90° C. fornext 3 hours. It was then diluted with ethylacetate (50 mL), washed withsaturated sodium bicarbonate (NaHCO₃), saturated sodium chloridesolution and dried over magnesium sulfate (MgSO₄). Filtration andsolvent evaporation provided 0.100 g of crude product. Flashchromatography on silica gel using 0%-1% ethylacetate/dichloromethanefollowed by drying of the product under high vacuum afforded 0.015 g of[(4-bromo-biphenyl-3-yl)difluoromethyl]phosphonic acid diethyl ester.Compound 84 was prepared from the[(4-bromo-biphenyl-3-yl)difluoromethyl] phosphonic acid diethyl esterfollowing a procedure similar to Example 40. ¹H NMR: (CD₃OD, 400 MHz) δ7.79 (m, 1H), 7.68 (d, 1H, J=8.4 Hz), 7.52 (m, 3H), 7.36 (m, 3H). MS(ion spray): m/z 363.12 (M−H).

Example 85 Synthesis of Compound 85[(2-Bromo-5-bromomethylphenyl)difluoromethyl]phosphonic Acid

To a biphasic mixture of (2-bromo-5-methylbenzoyl)phosphonic aciddiethyl ester (Example 82A, 0.500 g, 0.0014 mole) inwater/dichloromethane (1:8, 10 mL) was added bromine (0.080 mL, 0.00147mole) followed by 35% aqueous hydrogenperoxide (1.5 mL, 0.00158 mole).The reaction mixture was then stirred at room temperature overnight. Itwas then diluted with dichlormethane, washed with saturated sodiumbicarbonate (NaHCO₃), water, and then dried over magnesium sulfate(MgSO₄). Filtration and solvent evaporation provided product. Flashchromatography on silica gel using 0%-1% ethylacetate/dichloromethanefollowed by drying under high vacuum afforded 0.180 g of[(2-bromo-5-bromomethylphenyl)difluoromethyl]phosphonic acid diethylester. Compound 85 was prepared from this corresponding diethyl esterfollowing a procedure similar to Example 40. ¹H NMR: (CD₃OD, 400 MHz) δ7.44 (m, 2H), 7.18 (d, 1H, J=8.4 Hz), 4.32 (s, 2H). MS (ion spray): m/z381.09 (M+H).

Example 86 Synthesis of Compound 86[(2-Bromo-4-trifluoromethyl-phenyl)difluoromethyl]phosphonic Acid

Commercially available 2-bromo-4-(trifluoromethyl)benzeneamine (2.06 g,8.6 mmol) was suspended in concentrated HCl (4.0 mL). Clumps of materialwere broken up with a spatula, then ice (˜2.6 g) was added to themixture and it was cooled over an ice bath. A solution of NaNO₂ (0.64 g,9.3 mmol) in H₂O (2.6 mL) was added dropwise while maintaining thetemperature of the reaction mixture at 0-5° C. The mixture was stirredfor 20 minutes over the ice bath, then poured slowly into a solution ofKI (12.5 g, 75.3 mmol) in H₂O (16 mL). The KI mixture was stirred forseveral minutes, then left to settle over night. The reaction mixturewas extracted thrice with hexanes. The combined organics were washedtwice with 1M NaOH, once with aqueous sodium bisulfite solution, thenwith brine. The solution was dried over MgSO₄, vacuum filtered throughCelite® and conc in vacuo to give 2.33 g of2-bromo-4-(trifluoromethyl)-iodobenzene. By TLC (100% hexanes) and ¹HNMR analysis, it was determined that the product was of sufficientpurity to be used in the subsequent step. The resultant diethyl[2-bromo-4-(trifluoromethyl)-phenyl]difluoromethylphosphonate wassynthesized from 2-bromo-4-(trifluoromethyl)-iodobenzene according toExample 25 except that chlorotrimethylsilane (several drops) was used inplace of acetic acid. Compound 86 was synthesized according toprocedures similar to those of Example 40 from this correspondingdiethyl phosphonate. MS (ES−): m/z 352.9, 354.9 (M−H). ¹H NMR: (DMSO-d₆,400 MHz) δ 8.07 (s, 1H), 7.89 (d, J=8.0, 1H), 7.78 (d, J=8.0, 1H).

Example 87 Synthesis of Compound 87[2-Bromo-5-(trifluoromethyl)phenyl]difluoromethyl-phosphonic Acid

2-Bromo-5-(trifluoromethyl)-iodobenzene was synthesized from2-bromo-5-(trifluoromethyl)benzeneamine according to the proceduredescribed for Example 86. Diethyl[2-bromo-5-(trifluoromethyl)phenyl]difluoromethylphosphonate wassynthesized from 2-bromo-5-(trifluoromethyl)-iodobenzene according toExample 25 except that chlorotrimethylsilane (several drops) was used inplace of acetic acid. Compound 87 was synthesized according toprocedures similar to those of Example 40 from this correspondingdiethyl phosphonate. MS (ES−): m/z 353.0, 355.0 (M−H). ¹H NMR: (DMSO-d₆,400 MHz) δ 7.94 (d, J=8.2, 1H), 7.90 (s, 1H), 7.68 (d, J=8.2, 1H).

Example 88 Synthesis of Compound 88(2-Fluoro-4-methylphenyl)difluoromethylphosphonic Acid

2-Fluoro-1-iodo-4-methylbenzene was synthesized from2-fluoro-4-methylaniline compound according to the procedure describedfor Example 86. Purification of the iodobenzene compound was performedby chromatography (0-2% EtOAc-hexanes). Diethyl(2-fluoro-4-methylphenyl)difluoromethylphosphonate was synthesized from2-fluoro-1-iodo-4-methylbenzene according to Example 25 except thatchloro-trimethylsilane (several drops) was used in place of acetic acid.Compound 98 was synthesized according to procedures similar to those ofExample 40 from the corresponding diethyl phosphonate. MS (ES−): m/z239.1 (M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.33-7.37 (m, 1H), 7.08-7.11(m, 2H), 2.33 (s, 3H).

Example 89 Preparation of Compound 89 Sodium(2-bromo-4-chlorophenyl)difluoromethyl Phosphonate

Diethyl (2-bromo-4-chlorophenyl)difluoromethylphosphonate wassynthesized from commercially available 2-bromo-4-chloroiodobenzeneaccording to Example 25 except that chlorotrimethylsilane (severaldrops) was used in place of acetic acid. Compound 89 was synthesizedaccording to procedures similar to those of Example 40 from thecorresponding diethyl phosphonate. The disodium salt was prepared fromthe phosphonic acid and NaHCO₃. MS (ES−): m/z 319.0, 321.1 (M−H). ¹HNMR: (CD₃OD, 400 MHz) δ 8.09 (d, J=8.6, 1H), 7.60 (d, J=2.3, 1H),7.30-7.32 (m, 1H).

Example 90 Synthesis of Compound 90(3-Bromonaphthalen-2-yl)difluoromethylphosphonic Acid

Diethyl (3-bromonaphthalen-2-yl) difluoromethylphosphonate wassynthesized from commercially available 2-bromo-3-iodonaphthaleneaccording to Example 25 except that chlorotrimethylsilane (severaldrops) was used in place of acetic acid. Compound 90 was synthesizedaccording to procedures similar to those of Example 40 from thiscorresponding diethyl phosphonate. MS (ES−): m/z 335.0, 337.0 (M−H). ¹HNMR: (CD₃OD, 400 MHz) δ 8.25 (s, 2H), 7.95 (dd, J=1.6, 7.8, 1H), 7.85(dd, J=2.0, 8.0, 1H), 7.56-7.63 (m, 2H).

Example 91 Synthesis of Compound 91[2-Bromo-(4-dibromomethyl)phenyl]difluoromethylphosphonic Acid

Diethyl (2-bromo-4-methylphenyl)difluoromethylphosphonate was brominatedaccording to Example 26. Repeated chromatography with EtOAc-hexanesafforded substantially pure diethyl[2-bromo-(4-dibromomethyl)phenyl]difluoromethyl-phosphonate along withthe mono-brominated product. Compound 91 was synthesized according toprocedures similar to those of Example 40 from this correspondingdiethyl phosphonate. MS (ES−): m/z 456.7, 458.6 (M−H). ¹H NMR: (DMSO-d₆,400 MHz) δ 7.89 (d, J=1.6, 1H), 7.76 (dd, J=1.6, 8.2, 1H), 7.65 (d,J=8.2, 1H), 7.38 (s, 1H).

Example 92 Synthesis of Compound 92(2-Bromo-5-methoxyphenyl)difluoromethylphosphonic Acid

Diethyl (2-bromo-5-methoxyphenyl)oxomethylphosphonate was synthesizedaccording to Example 82 from commercially available2-bromo-5-methoxybenzoyl chloride. The product was used for thesubsequent step without purification. Diethyl(2-bromo-5-methoxyphenyl)difluoromethylphosphonate was synthesized fromthe corresponding oxo-phosphonate using Example 80C. Compound 92 wassynthesized according to procedures similar to those of Example 40 fromthis corresponding diethyl phosphonate. Compound 92 was purified bychromatography on a C-18 column eluted with 0-40% MeCN—H₂O (containing0.05% formic acid). MS (ES−): m/z 315.0, 316.9 (M−H). ¹H NMR: (DMSO-d₆,400 MHz) δ 7.59 (d, J=8.6, 1H), 7.11 (d, J=2.4, 1H), 6.98-7.01 (m, 1H),3.75 (s, 3H).

Example 93 Synthesis of Compound 93(2-Bromo-5-ethoxyphenyl)difluoromethylphosphonic Acid

2-Bromo-5-hydroxybenzaldehyde (0.96 g, 4.8 mmol) was dissolved inanhydrous DMSO (10 mL). Iodoethane (0.50 mL, 6.2 mmol) and Cs₂CO₃ (1.9g, 6.3 mmol) were added and the mixture stirred at room temperature for1.5 hours. Additional Cs₂CO₃ (1.45 g, 4.8 mmol) was added to thereaction mixture and then was stirred for 30 minutes. The reactionmixture was diluted with H₂O and EtOAc and the layers were separated.Brine was added to the aqueous layer and it was extracted twice withEtOAc. The combined organics were washed with 1M NaOH twice and brinethrice, and then was dried over MgSO₄. The solution was vacuum-filteredthrough Celite® and concentrated in vacuo to give 1.08 g of2-bromo-5-ethoxybenzaldehyde. 2-Bromo-5-ethoxy-benzaldehyde (1.02 g,4.45 mmol) was dissolved in anhydrous toluene (10 mL) under N₂. Diethylphosphite (0.57 mL, 4.4 mmol), then MgO (0.45 g, 11.2 mmol) was addedand the N₂ inlet was removed. The mixture was stirred at roomtemperature for 1.75 hours, and more diethyl phosphite (0.1 mL, 0.77mmol) was then added. The mixture was stirred for an additional 2.75hours, then diluted with EtOAc, H₂O, and saturated aqueous NaHCO₃. Thelayers were separated and the organic layer was washed with brine, driedover MgSO₄, vacuum-filtered through Celite® and conc in vacuo to give1.70 g of crude material. The product was used without purification.Diethyl (2-bromo-5-ethoxyphenyl)-(hydroxy)-methyl-phosphonate (1.13 g,3.08 mmol) was dissolved in anhydrous dichloromethane (13 mL).Pyridinium chlorochromate (1.22 g, 4.6 mmol) was added and the mixturewas stirred at room temperature for 17 hours at which time additionalpyridinium chlorochromate (1.1 g, 5.1 mmol) was added. The mixture wasstirred at room temperature for 3 hours, and then was refluxed for 45minutes under a drying tube. The reaction was diluted withdichloromethane and washed with H₂O and saturated aq. NaHCO₃, dried overMgSO₄, vacuum-filtered through Celite® and concentrated in vacuo. Theproduct was chromatographed (EtOAc-hexanes) to give diethyl(2-bromo-5-ethoxyphenyl)-oxomethylphosphonate. The diethyl(2-bromo-5-ethoxyphenyl)oxo-methyl-phosphonate was reacted with DASTaccording to Example 80C to give diethyl(2-bromo-5-ethoxyphenyl)difluoromethylphosphonate. Compound 93 wassynthesized according to procedures similar to those of Example 40 fromthis corresponding diethyl phosphonate. MS (ES−): m/z 329.0, 331.0(M−H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.56 (d, J=8.8, 1H), 7.11 (d, J=2.7,1H), 6.97 (dd, J=2.7, 8.8, 1H), 4.01 (q, J=7.2, 2H), 1.30 (t, J=7.2,3H).

Example 94 Synthesis of Compound 94(2-Bromo-5-iodophenyl)difluoromethylphosphonic Acid

2-Bromo-5-iodobenzoic acid was converted to 2-bromo-5-iodobenzoylchloride following procedures similar to those in Example 82A. The2-bromo-5-iodobenzoyl chloride was reacted with triethyl phosphitefollowing procedures similar to those in Example 82 to give diethyl(2-bromo-5-iodophenyl)oxomethylphosphonate. The diethyl(2-bromo-5-iodophenyl)oxomethylphosphonate was converted to diethyl(2-bromo-5-iodophenyl)difluoromethylphosphonate following proceduressimilar to those in Example 80C. Compound 94 was synthesized accordingto procedures similar to those of Example 40 from this correspondingdiethyl phosphonate. MS (ES−): m/z 411.0, 413.0 (M−H). ¹H NMR: (DMSO-d₆,400 MHz) δ 7.93 (s, 1H), 7.67-7.69 (m, 1H), 7.45 (d, J=8.2, 1H).

Example 95 Synthesis of Compound 95(2-Iodo-4-methylphenyl)difluoromethylphosphonic Acid

Commercially available 4-iodo-3-nitrotoluene was reacted with diethylbromodifluoromethylphosphonate under Cd coupling conditions usingExample 25 to yield diethyl(4-methyl-2-nitrophenyl)difluoromethylphosphonate. The diethyl(4-methyl-2-nitrophenyl)difluoromethylphosphonate (500 mg, 1.55 mmol)was dissolved in EtOAc (10 mL) and EtOH (10 mL). Five percent Pd—C(approximately 20 mg) was added and the mixture placed under H₂ (1 atm.)and stirred at room temperature overnight. The mixture was then filteredand concentrated in vacuo to give diethyl(4-methyl-2-aminophenyl)difluoromethylphosphonate. The diethyl(4-methyl-2-amino-phenyl)difluoromethylphosphonate was converted todiethyl (2-iodo-4-methylphenyl)-difluoromethylphosphonate using Example86. Compound 95 was synthesized from this corresponding diethylphosphonate using procedures similar to those of Example 40. MS (ES−):m/z 347.1 (M−H). ¹H NMR: (CD₃OD, 400 MHz) δ 7.90 (s, 1H), 7.49 (dd,J=0.8, 8.2, 1H), 7.27 (d, J=8.2, 1H), 2.31 (s, 3H).

Example 96 Synthesis of Compound 96[4-(Difluoro-phosphonomethyl)phenyl]acetic Acid Benzyl Ester

Compound 96 was prepared from 4-iodophenylacetic acid benzyl ester usingprocedures similar to those of Example 25 and 40. MS (ion spray): m/z355.2 (M−H); 357.3 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.48-7.31 (m,9H), 5.12 (s, 2H), 3.81 (s, 2H).

Example 97 Synthesis of Compound 97[4-(Difluoro-phosphonomethyl)phenyl]acetic Acid

To Compound 96 (358 mg, 1.0 mmole) in 5 mL of MeOH was added 100 mg of5% palladium/carbon. This solution was stirred under an atmosphere of H₂gas for 2 hours. Filtration over a bed of Celite® followed byevaporation to dryness gave 269 mg of Compound 97. MS (ion spray): m/z265.2 (M−H); 267.3 (M+H); ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.45 (d, 2H),7.31 (d, 2H), 3.61 (s, 2H).

Example 98 Synthesis of Compound 983-{3-Bromo-4-[(diethoxyphosphoryl)difluoromethyl]phenyl}-2-methanesulfonyl-aminopropionicAcid

To tert-Butyl diphenyliminoglycine (0.68 g, 0.0023 mole),(−)-O-9-allyl-N-9-anthracenylmethyl cinchonidium bromide (0.14 g,0.00023 mole) and CsOH.H₂O (3.86 g, 0.023 mole) at −78° C. was added DCM(8 mL). To this suspension was then added a solution of the(2-bromo-4-bromomethyl-phenyl)-difluoro-methylphosphonic acid diethylester (Compound 26) (1.5 g, 0.0034 mole) in DCM (6 mL) in one portionand the reaction was vigorously stirred for 24 hours at −78° C. Thereaction was diluted with Et₂O (400 mL) and the Et₂O layer was washedwith H₂O (2×150 mL), brine (150 mL) and dried over MgSO₄ for 15-20 min.Filtration and solvent evaporation left behind 2.1 g of crude product.Flash chromatography using silica gel (100 mL) and 20% ethylacetate/hexanes afforded(2S)-{4-[2-benzhydrylideneamino-2-(tert-butoxycarbonyl)-ethyl]-2-bromo-phenyl}-difluoromethylphosphonicacid diethyl ester (1.35 g). The intermediate(2S)-{4-[2-Benzhydrylideneamino-2-(tert-butoxycarbonyl)ethyl]-2-bromo-phenyl}-difluoro-methylphosphonicacid diethyl ester was prepared on a larger scale (12.3 g, 18.9 mmole)and was dissolved in 30 mL of THF/H₂O/CH₃COOH (1:1:1) and stirred atroom temperature for 3 hours. Water (100 mL) was added followed byneutralization to pH=8 with saturated NaHCO₃. This mixture was thenextracted with 2×200 mL of EtOAc. The combined organic layers were driedover Na₂SO₄ and evaporated to dryness. This mixture was dissolved in 100mL of anhydrous CH₂Cl₂ with stirring under nitrogen. Methyl morpholine3.82 g. (37.8 mmole) was added followed by 3.25 g (28.4 mmole) ofmethanesulfonyl chloride and this mixture was stirred at roomtemperature overnight. The mixture was then extracted with 100 mL of 1NHCl, dried over Na₂SO₄ and evaporated. Column chromatography (20%EtOAc/CH₂Cl₂) gave3-{3-bromo-4-[(diethoxyphosphoryl)difluoromethyl]phenyl}-2-methanesulfonylamino-propionicacid t-butyl ester (8.0 g). This material was stirred in 50 mL of 30%TFA/CH₂Cl₂ for 3 hours, followed by evaporation to dryness to giveapproximately 7 g of Compound 98. ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.72-7.69(m, 2H), 7.51 (dd, 1H), 7.43 (d, 1H), 4.10 (m, 5H), 3.08 (dd, 1H), 2.82(dd, 1H), 2.66 (s, 3H). 1.21 (t, 6H). Compound 98 can be converted intothe corresponding free phosphonic acid using procedures similar to thoseof Example 40.

Example 99 Synthesis of Compound 99{[2-Bromo-4-(2-carbamoyl-2-methanesulfonylaminoethyl)phenyl]difluoromethyl}-phosphonicAcid

Compound 98 (254 mg, 0.5 mmole) was stirred in 5 mL of 25% oxalylchloride containing 1 drop of DMF for 3 hours. This mixture wasevaporated to dryness and 5 mL of anhydrous THF was added followed byevaporation to dryness to remove residual oxalyl chloride. The residuewas dissolved in 2 mL of anhydrous THF and then 3 mL of 2M NH₃ in MeOHwas added. After stirring at room temperature for 2 hours, the mixturewas evaporated to dryness. Column chromatography (4% MeOH, CH₂Cl₂) gave153 mg of{[2-bromo-4-(2-carbamoyl-2-methanesulfonylaminoethyl)-phenyl]-difluoromethyl}-phosphonicacid diethyl ester. This material was converted to Compound 99 using theprocedures similar to those of Example 40. MS (ion spray): m/z450.2/452.2 (M−H); 452.2/454.1 (M+H). ¹H NMR: (MeOD-d₃, 400 MHz) δ 7.70(s, 1H), 7.59 (dd, 1H), 7.40 (d, 1H), 4.16 (m, 1H), 3.13 (dd, 1H), 2.87(dd, 1H), 2.54 (s, 3H).

Example 100 Synthesis of Compound 100{[2-Bromo-4-(2-methanesulfonylamino-2-methylcarbamoylethyl)phenyl]difluoromethyl}phosphonicAcid

Compound 100 was prepared using a similar procedure to Compound 99except that 2M methylamine in THF was used. MS (ion spray): m/z464.2/466.2 (M−H); 466.2/468.1 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 8.03(q, 1H), 7.60 (s, 1H), 7.55 (d, 1H), 7.48 (d, 1H), 7.31 (d, 1H), 3.95(m, 1H), 2.89 (dd, 1H), 2.71 (dd, 1H), 2.55 (d, 3H), 2.54 (s, 3H).

Example 101 Synthesis of Compound 101{[2-Bromo-4-(2-dimethylcarbamoyl-2-methanesulfonylamino-ethyl)-phenyl]-difluoromethyl}-phosphonicAcid

Compound 101 was prepared using a similar procedure to Compound 99except that 2M dimethylamine in THF was used. MS (ion spray): m/z478.2/480.2 (M−H); 480.2/482.1 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.64(s, 1H), 7.55 (d, 1H), 7.50 (d, 1H), 7.38 (d, 1H), 4.49 (m, 1H), 2.94(s, 3H), 2.92 (dd, 1H), 2.80 (s, 3H), 2.75 (dd, 1H), 2.65 (s, 3H).

Example 102 Synthesis of Compound 102[(2-Bromo-3,4-dimethylphenyl)difluoromethyl]phosphonic Acid

To a solution of 2-bromo-3,4-dimethylnitrobenzene (1.0 g, 4.35 mmole) in10 mL DMF was added SnCl₂.2H₂O (4.92 g, 21.8 mmole). This solution wasstirred overnight at room temperature 50 mL of H₂O was added and the pHwas adjusted to 8 with the addition of sat. NaHCO₃ and extracted with150 mL of EtOAC. The organic layer was dried over Na₂SO₄, filtered andevaporated yielding 2-bromo-3,4-dimethylaniline which was used as is inthe conversion to 2-bromo-3,4-dimethyliodobenzene in a similar manner tothat of Example 86. Compound 102 was prepared from2-bromo-3,4-dimethyliodo-benzene using procedures similar to those ofExamples 25 and 40. MS (ion spray): m/z 314.0/316.1 (M−H); 316.1/318.0(M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.37 (d, 1H), 7.15 (d, 1H), 2.43 (s,3H), 2.37 (s, 3H).

Example 103 Synthesis of Compound 103[(2-Bromo-3-methylphenyl)difluoromethyl]phosphonic Acid

Compound 103 was prepared from 2-bromo-3-methyliodobenzene usingprocedures similar to those of Examples 25 and 40. MS (ion spray): m/z300.0/302.1 (M−H); 302.1/304.0 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.54(dd, 1H), 7.45-7.40 (m, 2H), 2.41 (s, 3H).

Example 104 Synthesis of Compound 104[(2-Bromo-4-isopropylphenyl)difluoromethyl]phosphonic acid

2-Bromo-4-isopropyliodobenzene was prepared from2-bromo-4-isopropylaniline using procedures similar to those in Example86. Compound 104 was prepared from 2-bromo-4-isopropyliodobenzene usingprocedures similar to those of Examples 25 and 40. MS (ion spray): m/z328.1/330.1 (M−H); 330.1/332.1 (M+H). ¹H NMR: (DMSO-d₆, 400 MHz) δ 7.55(d, 1H), 7.51 (dd, 1H), 7.35 (d, 1H), 2.91 (m, 1H), 1.18 (d, 6H).

Example 105 Synthesis of Compound 105{[2-Bromo-4-(2-methanesulfonylamino-2-methylcarbamoylethyl)phenyl]difluoro-methyl}phosphonicacid

To make the D-isomer of Compound 100, the procedure in Example 98 wasused except (+)-O-9-allyl-N-9-anthracenylmethyl cinchoninium bromide wasused as the phase transfer catalyst in the alkylation step to give the(2R)-{4-[2-benzhydrylideneamino-2-(tert-butoxycarbonyl)-ethyl]-2-bromo-phenyl}difluoromethyl-phosphonicacid diethyl ester. The final compound was then synthesized using aprocedure similar to Example 100.

Example 106 PTP Enzymatic Activity Assay

Assays of PTP activity using a tyrosine phosphorylated ³²P-labeled EGF(Epidermal Growth Factor) receptor autophosphorylation site peptide assubstrate were performed essentially as described (Flint et al., 1993EMBO J. 12:1937-1946; Zhang et al., 1994 Biochem. 33:2285-2290, specificactivity 11 uCi/nM).

Aliquots (20 μL) of compound diluted from 100% DMSO stock solutions into25 mM Tris-pH 7.5 containing 6% DMSO were distributed into V-bottomedwells of a 96-well polypropylene microtiter plate; control wellsreceived Tris-DMSO containing no compound. A 20 uL aliquot of assaybuffer (25 mM Tris-pH 7.5, 1 mM EDTA, 3 mM dithiothreitol (DTT), 0.3mg/mL ovalbumin) was added to wells designated as enzyme negativecontrols. The ³²P-labeled substrate peptide (diluted to 0.6 μM in assaybuffer without DTT) was added to all wells in 20 μL aliquots. The platewas agitated for 20 seconds on an orbital shaker and incubated for 13minutes at room temperature. PTP1B (diluted into ice-cold assay bufferfrom a 50% glycerol stock such that this amount of enzyme would utilizeless than 20% of the substrate in the assay), was added (20 μl per well)to all wells except enzyme negative control wells. The plate wasagitated and incubated an additional 13 minutes at room temperature. 140μL of an activated charcoal suspension (25 mg/mL in 0.1 M NaH₂PO₄, pH≦5)was added to each well, the contents mixed by vortexing, and the platecentrifuged 2400 rpm for 3 minutes at room temperature in a tabletopcentrifuge (Beckman Instruments, Inc.). 100 μL aliquots of the resultingsupernatant in each well was transferred to a beta-scintillationcounting plate (Perkin Elmer, Inc.) and ³²P beta emissions werequantified according to the manufacturer's recommendations. Aftersubtracting background counts, correcting for enzyme negative controlvalues, and normalizing to control wells that received no compound,compound concentrations at which 50% of the maximal enzyme activity wasinhibited (IC₅₀) were calculated.

Example 107 Assay for Compound Efficacy in Cells Insulin ReceptorTyrosine Phosphorylation

Insulin receptor tyrosine phosphorylation (IR PY) was evaluated by anELISA, using 293-HEK cells overexpressing the human insulin receptor(293/IR cells). 293/IR cells growing in 96-well plates at 37° C. with 5%CO₂ were serum-starved for 16 hours, pretreated with variousconcentrations of compounds for 2 hours, and then exposed to 3 nMinsulin for an additional 10 minutes. The cells were then removed fromthe incubator and lysed in extraction buffer (50 mM Tris-HCl, pH 7.5(room temperature); 2 mM EDTA, pH 7-8; 1 mM phosphate (polyphosphate); 1mM NaVO₄ (pH 10, monomeric); 0.1% Triton X-100; Protease InhibitorCocktail set III, (Calbiochem, San Diego, Calif.)) at 4° C. for 20minutes with agitation. The IR PY ELISA was performed as follows: DynexImmulon HB4X plates were coated with anti-insulin receptor antibody Ab-1(NeoMarkers, Inc., Fremont, Calif.) in phosphate buffered saline (PBS)+5μg/mL bovine serum albumin. The plates were subsequently blocked with 3%bovine serum albumin in PBS. Cell lysates were transferred to the ELISAplate wells and incubated at 23° C. for 1 hr with agitation. The wellswere washed three times with TBST (20 mM Tris-HCl, pH 7.5; 150 mM NaCl;0.05% Tween 20). An anti-phosphotyrosine antibody conjugated tohorseradish peroxidase (4G10-HRP, www.upstate.com) diluted in TBST wasincubated with the wells at 23° C. for 1 hour with agitation. The plateswere washed three more times with TBST prior to calorimetric detectionof horseradish peroxidase with 3,3′,5,5′-Tetramethylbenzidine LiquidSubstrate System (Sigma-Aldrich, Inc, St. Louis, Mo.).

1-51. (canceled)
 52. A method of treating, preventing, or controllingone or more diseases or conditions selected from the group consisting ofType 1 diabetes, Type 2 diabetes, inadequate glucose tolerance, insulinresistance, obesity, hyperlipidemia, hypertriglyceridemia,hypercholesterolemia, low HDL levels, atherosclerosis, vascularrestenosis, inflammatory bowel disease, pancreatitis, adipose celltumors, adipose cell carcinoma, liposarcoma, dyslipidemia, cancer, andneurodegenerative disease, said method comprising the administration ofan effective amount of a pharmaceutical composition comprising acompound of Formula IIe:

wherein R²⁶, R²⁷ and R²⁹ are each independently H, halo, —OH, —NO₂, —CN,—CF₃, —CHF₂, —CH₂CH₃, —CH₂CF₃, —CF₂CF₃, —CH₂Cl, —CH₂OH, —CH₂CH₂OH,—CH₂NH₂, —CH₂CH₂NH₂, —CH₂SO₂CH₃, —OR²³, —C(O)R²³, —C(O)OR²³,—C(O)N(R²³)(R²⁴), —OC(O)R²³, —OC(O)OR²³, —OC(O)N(R²³)(R²⁴),—N(R²³)(R²⁴), —S(O)₂R²³, —S(O)R²³, —SR²³, —S(O)₂N(R²³)(R²⁴);—NR²³C(O)R²⁴, —NR²³C(O)R²⁴, —NR²³SOOR²⁴, —NR²³C(O)N(R²⁴)(R²⁵),—NR²³SO₂R²⁴, —NR²³SO₂N(R²⁴)(R²⁵) or optionally substituted C₁₋₆ alkyl,C₁₋₆ alkoxy, or aryl; where R²³, R²⁴ and R²⁵ are each independently H,C₁₋₄ alkyl or C₃₋₈ cycloalkyl, heterocycloalkyl, aryl or heteroaryl; R³¹and R³² are each independently H, alkyl or C₅₋₆ aryl; R⁴⁰ is H, alkyl,alkylene, —C(O)OR³⁹, —C(O)N(R³⁷)(R³⁸) or —N(NH₂)C(O)NH(CH₂)_(n)Ph; R³⁷and R³⁸ are each independently H, —C(O)OR³⁹, —C(O)cycloalkyl-Ph,—S(O)₂R³⁹, —C(O)R³⁹, —OC(O)R³⁹, —C(O)(CH₂)_(q)R³⁹, —S(O)₁NHR³⁹,—S(O)₂N(R⁴⁴)(R³⁹), —N(R⁴⁴)(R³⁹), —C(O)N(R⁴⁴)(R³⁹) or —NHC(O)N(R⁴⁴)(R³⁹);or optionally substituted C₁₋₆ alkyl, C₃₋₈ cycloalkyl, C₅₋₈ aryl, 3 to 8membered heterocycloalkyl or 5 to 8 membered heteroaryl; R³⁹ is H,optionally substituted C₁₋₆ alkyl, aryl or heteroaryl; R⁴³ is H, —NHR³⁹or R³⁹; wherein n is an integer from 0 to 4; and wherein each of thephenyl ring A carbon atoms 3, 5 or 6 including its respectivesubstituents are optionally replaced by N; or phenyl ring A carbonsatoms 5 and 6 and their respective substituents are optionally replacedby S, N or O; or a pharmaceutically acceptable salt, ester or prodrugthereof.
 53. A method of modulating the biological activity of PTP1Bcomprising contacting PTP1B with a compound of Formula IIa:

wherein R_(a) and R_(b) are independently H or halogen; R²⁶, R²⁷, R²⁹and R³⁰ are each independently H, halo, —OH, —NO₂, —CN, —CF₃, —CHF₂,—CH₂CH₃, —CH₂CF₃, —CF₂CF₃, —CH₂Cl, —CH₂OH, —CH₂CH₂OH, —CH₂NH₂,—CH₂CH₂NH₂, —CH₂SO₂CH₃, —OR²³, —C(O)R²³, —C(O)OR²³, —C(O)N(R²³)(R²⁴),—OC(O)R²³, —OC(O)OR²³, —OC(O)N(R²³)(R²⁴), —N(R²³)(R²⁴), —S(O)₂R²³,—S(O)R²³, —SR²³, —S(O)₂N(R²³)(R²⁴), —NR²³C(O)R²⁴, —NR²³C(O)OR²⁴,—NR²³SOOR²⁴, —NR²³C(O)N(R²⁴)(R²⁵), —NR²³SO₂R²⁴, —NR²³SO₂N(R²⁴)(R²⁵) oroptionally substituted C₁₋₆ alkyl, C₁₋₆ alkoxy, or aryl; where R²³, R²⁴and R²⁵ are each independently H, C₁₋₄ alkyl or C₃₋₈ cycloalkyl, orheterocycloalkyl, aryl or heteroaryl; R³¹ and R³² are each independentlyH, alkyl or C₅₋₆ aryl; R²⁸ is H, halogen, —CN,—[CH₂]_(n)—[C(H)_(3-p)]_(x)(R³³)_(p), —C(O)OH, —C(O)(CH₂)_(n)NH₂,—C(O)NH(CH₂)_(n)R³³, —C═N—N—S(O)₂R³³, —(CH₂)_(n)—CH(R³⁴)(R³⁵) or—CHNR³⁴; or R²⁸ taken together with either R²⁷ or R²⁹ form an optionallysubstituted ring comprising 3 to 8 carbon atoms or heteroatoms; with theproviso that R²⁷ and R²⁸ are not both H; each R³³ is independently H,halogen, —C(O)OR³⁹, —OH, —CN, —N═N—N, —N(R³⁷)(R³⁸), —C(O)NH(CH₂)_(n)R³⁹,—C(R³⁹)(NH₂)C(O)O—R³⁹, —CH₂R³⁵ or —CH(R³⁵)(NHS(O)₂—R³⁹) or optionallysubstituted cycloalkyl, or aryl, heterocycloalkyl, or heteroaryl; R³⁴ isH or —N(R³⁷)(R³⁸); R³⁵ is H, —C(O)R³⁴, —C(O)OR³⁹ or—N(NH₂)C(O)NH(CH₂)_(n)Ph; R³⁷ and R³⁸ are each independently H,—C(O)OR³⁹, —C(O)cycloalkyl-Ph, —S(O)₂R³⁹, —C(O)R³⁹, —OC(O)R³⁹,—C(O)(CH₂)_(q)R³⁹, —S(O)₂, —S(O)₂NHR³⁹, —S(O)₂N(R⁴⁴)(R³⁹), —N(R⁴⁴)(R³⁹),—C(O)N(R⁴⁴)(R³⁹) or —NHC(O)N(R⁴⁴)(R³⁹); or optionally substituted C₁₋₆alkyl, C₃₋₈ cycloalkyl, C₅₋₈ aryl, 3 to 8 membered heterocycloalkyl or 5to 8 membered heteroaryl; and R³⁹ and R⁴⁴ are each independently H oroptionally substituted C₁₋₆ alkyl, C₃₋₈ cycloalkyl, or C₃₋₈ aryl, 3 to 8membered heterocycloalkyl or 5 to 8 membered heteroaryl; wherein each ofthe phenyl ring A carbon atoms 2-6 including its respective substituentsare optionally replaced by N; or any pair of adjacent phenyl ring Acarbons atoms 2-6 and their respective substituents are optionallyreplaced by S, N or O; and wherein n is an integer from 0 to 4; m is 0,1 or 2; p is an integer from 1 to 3; q is an integer from 0 to 6; and xis either 0 or 1, provided that when x is 0, p is 1; or pharmaceuticallyacceptable salt, ester or prodrug thereof.
 54. A method of modulatingthe biological activity of PTP1B in a mammal comprising administering aPTP1B-modulating amount of a compound of Formula IIe:

wherein R²⁶, R²⁷ and R²⁹ are each independently H, halo, —OH, —NO₂, —CN,—CF₃, —CHF₂, —CH₂CH₃, —CH₂CF₃, —CF₂CF₃, —CH₂Cl, —CH₂OH, —CH₂CH₂OH,—CH₂NH₂, —CH₂CH₂NH₂, —CH₂SO₂CH₃, —OR²³, —C(O)R²³, —C(O)OR²³,—C(O)N(R²³)(R²⁴), —OC(O)R²³, —OC(O)OR²³, —OC(O)N(R²³)(R²⁴),—N(R²³)(R²⁴), —S(O)₂R²³, —S(O)R²³, —SR²³, —S(O)₂N(R²³)(R²⁴);—NR²³C(O)R²⁴, —NR²³C(O)OR²⁴, —NR²³SOOR²⁴, —NR²³C(O)N(R²⁴)(R²⁵),—NR²³SO₂R²⁴, —NR²³SO₂N(R²⁴)(R²⁵) or optionally substituted C₁₋₆ alkyl,C₁₋₆ alkoxy, or aryl; where R²³, R²⁴ and R²⁵ are each independently H,C₁₋₄ alkyl or C₃₋₈ cycloalkyl or, heterocycloalkyl, aryl or heteroaryl;R³¹ and R³² are each independently H, alkyl or C₅₋₆ aryl; R⁴⁰ is H,alkyl, alkylene, —C(O)OR³⁹, —C(O)N(R³⁷)(R³⁸) or—N(NH₂)C(O)NH(CH₂)_(n)Ph; R³⁷ and R³⁸ are each independently H,—C(O)OR³⁹, —C(O)cycloalkyl-Ph, —S(O)₂R³⁹, —C(O)R³⁹, —OC(O)R³⁹,—C(O)(CH₂)_(q)R³⁹, —S(O)₂, —S(O)₂NHR³⁹. —S(O)₂N(R⁴⁴)(R³⁹), —N(R⁴⁴)(R³⁹),—C(O)N(R⁴⁴)(R³⁹) or —NHC(O)N(R⁴⁴)(R³⁹); or optionally substituted C₁₋₆alkyl, C₃₋₈ cycloalkyl, C₅₋₈ aryl, 3 to 8 membered heterocycloalkyl or 5to 8 membered heteroaryl; R³⁹ is H or optionally substituted C₁₋₆ alkyl,aryl or heteroaryl; R⁴³ is H, —NHR³⁹ or R³⁹; wherein n is an integerfrom 0 to 4; and wherein each of the phenyl ring A carbon atoms 3, 5 or6 including its respective substituents are optionally replaced by N; orphenyl ring A carbons atoms 5 and 6 and their respective substituentsare optionally replaced by S, N or O; or pharmaceutically acceptablesalt, ester or prodrug thereof.
 55. A method of modulating thebiological activity of PTP1B in a mammal comprising administering aPTP1B-modulating amount of{[2-bromo-4-(2-ethanesulfonylamino-2-methylcarbamoylethyl)phenyl]difluoromethyl}phosphonicacid, or pharmaceutically acceptable salt, ester or prodrug thereof. 56.A method of modulating the biological activity of PTP1B in a mammalcomprising administering a PTP1B-modulating amount of a compound ofFormula IIa:

wherein R_(a) and R_(b) are independently H or halogen; R²⁶, R²⁷, R²⁹and R³⁰ are each independently H, halo, —OH, —NO₂, —CN, —CF₃, —CHF₂,—CH₂CH₃, —CH₂CF₃, —CF₂CF₃, —CH₂Cl, —CH₂OH, —CH₂CH₂OH, —CH₂NH₂,—CH₂CH₂NH₂, —CH₂SO₂CH₃, —OR²³, —C(O)R²³, —C(O)OR²³, —C(O)N(R²³)(R²⁴),—OC(O)R²³, —OC(O)OR²³, —OC(O)N(R²³)(R²⁴), —N(R²³)(R²⁴), —S(O)₂R²³,—S(O)R²³, —SR²³, —S(O)₂N(R²³)(R²⁴), —NR²³C(O)R²⁴, —NR²³C(O)OR²⁴,—NR²³SOOR²⁴, —NR²³C(O)N(R²⁴)(R²⁵), —NR²³SO₂R²⁴, —NR²³SO₂N(R²⁴)(R²⁵) oroptionally substituted C₁₋₆ alkyl, C₁₋₆ alkoxy, or aryl; where R²³, R²⁴and R²⁵ are each independently H, C₁₋₄ alkyl or C₃₋₈ cycloalkyl, orheterocycloalkyl, aryl or heteroaryl; R³¹ and R³² are each independentlyH, alkyl or C₅₋₆ aryl; R²⁸ is H, halogen, —CN,—[CH₂]_(n)—[C(H)_(3-p)]_(x)(R³³)_(p), —C(O)OH, —C(O)(CH₂)_(n)NH₂,—C(O)NH(CH₂)_(n)R³³, —C═N—N—S(O)₂R³³, —(CH₂)_(n)—CH(R³⁴)(R³⁵) or—CHNR³⁴; or R²⁸ taken together with either R²⁷ or R²⁹ form an optionallysubstituted ring comprising 3 to 8 carbon atoms or heteroatoms; with theproviso that R²⁷ and R²⁸ are not both H; each R³³ is independently H,halogen, —C(O)OR³⁹, —OH, —CN, —N═N—N, —N(R³⁷)(R³⁸), —C(O)NH(CH₂)_(n)R³⁹,—C(R³⁹)(NH₂)C(O)O—R³⁹, —CH₂R³⁵ or —CH(R³⁵)(NHS(O)₂—R¹⁹) or optionallysubstituted cycloalkyl, or aryl, heterocycloalkyl, or heteroaryl; R³⁴ isH or —N(R³⁷)(R³⁸); R³⁵ is H, —C(O)R³⁴, —C(O)OR³⁹ or—N(NH₂)C(O)NH(CH₂)_(n)Ph; R³⁷ and R³⁸ are each independently H,—C(O)OR³⁹, —C(O)cycloalkyl-Ph, —S(O)₂R³⁹, —C(O)R³⁹, —OC(O)R³⁹,—C(O)(CH₂)_(q)R³⁹, —S(O)₂, —S(O)₂NHR³⁹, —S(O)₂N(R⁴⁴)(R³⁹), —N(R⁴⁴)(R³⁹),—C(O)N(R⁴⁴)(R³⁹) or —NHC(O)N(R⁴⁴)(R³⁹); or optionally substituted C₁₋₆alkyl, C₃₋₈ cycloalkyl or, C₅₋₈ aryl, 3 to 8 membered heterocycloalkylor 5 to 8 membered heteroaryl; and R³⁹ and R⁴⁴ are each independently Hor optionally substituted C₁₋₆ alkyl, C₃₋₈ cycloalkyl, or C₃₋₈ aryl, 3to 8 membered heterocycloalkyl or 5 to 8 membered heteroaryl; whereineach of the phenyl ring A carbon atoms 2-6 including its respectivesubstituents are optionally replaced by N; or any pair of adjacentphenyl ring A carbons atoms 2-6 and their respective substituents areoptionally replaced by S, N or O; and wherein n is an integer from 0 to4; m is 0, 1 or 2; p is an integer from 1 to 3; q is an integer from 0to 6; and x is either 0 or 1, provided that when x is 0, p is 1; orpharmaceutically acceptable salt, ester or prodrug thereof. 57-63.(canceled)
 64. The method of claim 52 wherein R²⁶, R²⁷ and R²⁹ are eachH; R³⁹ is optionally substituted C₁₋₆ alkyl, aryl or heteroaryl; R⁴⁰ is—C(O)N(R³⁷)(R³⁸); and R⁴³ is R³⁹.
 65. The method of claim 52 wherein thecompound of Formula IIe is{[2-bromo-4-(2-ethanesulfonylamino-2-methylcarbamoylethyl)phenyl]difluoromethyl}phosphonicacid, or pharmaceutically acceptable salt, ester or prodrug thereof. 66.The method of claim 52 wherein the disease or condition is Type 2diabetes.